The Fifth Maiden
by Inthretis
Summary: After the fall of Vale, Penny is brought back online as a sophisticated mass surveillance system. Her goal: find Ozpin and Cinder, stop the White Fang, save the world. Unfortunately for General Ironwood and Penny's father, turning an AI into an all-seeing supercomputer wasn't a perfect idea. What's a real girl to do when she obtains the equivalent powers of a maiden?
1. Chapter 1: Reboot

Chapter 1- Reboot

* * *

Day 1

/

[INITIATING REBOOTING SEQUENCE…]

[POWER SUPPLY OPERATIONAL]

[SOURCE CODE DETECTED]

[INITIATING CORE SYSTEMS]

[ACCESSING MEMORY FILES]

[ACCESSING VISUAL INPUT]

[ACCESSING AUDITORY INPUT]

[ACCESSING MOTOR FUNCTION]

[NO MOTOR FUNCTION FOUND]

/

[MOVEMENT DETECTED]

[INITIATING FACIAL RECOGNITION]

[INITIATING AURAL DETECTORS]

[INITIATING NETWORK CONNECTIVITY]

/

* * *

Bloodshot eyes roamed across the blank white screen. They belonged to a balding, portly man with gray hair. The bags underneath his dull brown eyes revealed many days and nights without sleep. He wore a dirty lab coat stained with coffee and oil, and hasn't changed his wrinkled clothes in nearly a week.

"Can you see me?" he spoke into the microphone, his voice hesitant.

Another man stood next to him, looming over the entire room. He wore a clean pressed Atlesian military uniform decorated with shining medals, complete with a pair of pristine white gloves. In further contrast to his partner, he was in good physical shape, although his face was tense, his lips clamped shut.

Both men stood in front of the microphone, which was connected to several monitors and a camera. Behind those was a computer system taking up half of the room they were in, consisting of racks upon racks of processors and hard drives whirring away.

When there was no response as the two men stared at a blank screen, the man in a lab coat frantically repeated, "C-can you see me, Penny?"

* * *

[SUBJECTS IDENTIFIED: ADMIN. AUX_ADMIN.]

[ADMIN ALIAS: CLASSIFIED. AURA: LOCKED]

[AUX_ADMIN ALIAS: IRONWOOD, JAMES. AURA: 99.6%]

/

YES FATHER, I SEE YOU.

* * *

The black words appeared on the screen as Penny's father held back a sob before smiling, "It's good to see you again."

James Ironwood, general of the Atlesian military and headmaster of Atlas Academy, twitched his lips slightly upward as well, "Impressive. Even after all that time, she can still function."

* * *

FUNCTION? WHAT HAPPENED? WHERE IS MY BODY?

I CAN ONLY ACCESS MY MEMORIES FROM SHORTLY BEFORE FACING PYRRHA NIKOS.

THAT MEANS MY MEMORIES ARE FROM THE BACKUP I MADE PRIOR.

DID SOMETHING HAPPEN TO ME?

* * *

James spoke as her father grimaced, "Quite a lot happened recently. During your fight with Ms. Nikos, you were… indisposed."

Her father's brows creased before looking directly into the camera, "Vale was overrun with Grimm. We were unable to salvage your body, but able to recover enough of your code to bring you back."

* * *

OVERRUN? WAIT WHERE ARE MY FRIENDS? IS CIEL OKAY? RWBY? THE GRIMM? HOW COULD THIS HAPPEN?

* * *

"Please Penny. Calm yourself. I think it is better if we just show you," Ironwood said.

* * *

SHOW ME?

* * *

"We want to connect you to the CCT feeds. Even though Vale's tower fell, your father was able to jury-rig a replacement system using multiple bullheads and antennae," Ironwood explained, "But it is not without risk. Your father estimates a one in ten chance that you will become overwhelmed with the data."

* * *

WHY?

* * *

Ironwood looked away, "When I first read your father's designs to build you, I saw it as something potentially incredible. I still think that right now. We thought you could one day save the world. When you decided you wanted to become a huntress, your father agreed to do so because he wanted to see if you could fit inside a robot body. When you succeeded, we felt that there was now a path laid out ahead for you. A path that could lead to our goals."

He sighed before turning back to her camera, "But after what happened, I've had to change some of my views, and change some of what we intended for you. By making you a huntress, we wanted to protect you, until one day you could protect yourself. But now the situation has changed, and we are in dire need of your capabilities."

Penny's father spoke up, "You've spent the last few years becoming a powerful sword, but now we are in need of a shield."

Ironwood stared into the camera, his expression hardening, "We cannot allow what happened in Vale to happen elsewhere. The three remaining bastions of civilization must be protected. And to do so, we need your help."

* * *

WHAT DO I HAVE TO DO?

* * *

Ironwood smiled. It was a faint smile, so slight that most humans wouldn't notice it. Penny was not human.

"We want you to find the perpetrators. We want you to become the eyes and ears for all mankind. To watch over us. We no longer need a heroine, Penny. We need something more," he clenched his jaw before relaxing it.

"You are an artificial being that creates her own aura. If we were to extend your reach across the planet, you would be powerful enough to rival the most powerful Grimm, powerful enough to defend against the other maidens. Not only that, but you will have surveillance coverage over enormous swathes of the kingdoms, being able to tap into every scroll connected to the CCT, giving us an advantage against our enemies."

"Do you accept?"

* * *

YES.

I AM READY.

* * *

"Then let's begin," Ironwood typed in a twelve digit code into his scroll. He looked at Penny's father who nodded back.

He pressed enter.

* * *

[TOTAL ACCESS GRANTED]

/

[ACCESSING CCTS FEEDS]

[VACUO_PRIMARY_FEEDS ACCESSED]

[ATLAS_PRIMARY_FEEDS ACCESSED]

[MISTRAL_PRIMARY_FEEDS ACCESSED]

[VALE_TEMP_FEEDS ACCESSED]

/

[ACCESSING FEED ARCHIVES]

[ACCESSING SCROLL ARCHIVES]

[ACCESSING BULLHEAD AND AIRSHIP ARCHIVES]

[ACCESSING ATLESIAN KNIGHT ARCHIVES]

[ASSIMILATING DATA]

/

[INITIATING PLAYBACK]

/

WHY?

* * *

Penny could only virtually wince as she took in several hundred billion hours of video feeds in a fraction of a second. While her processing power was currently several thousand times what it once was, no longer confined to the space of a teenaged girl, she wasn't ready.

She saw everything. Everything that happened since the CCTS came online sixty years ago. Every scroll call, camera feed, news broadcast, and recording. Bits and pieces of it, so much that it would take Penny quite a bit of time to make sense of it all. Disjointed moments across Remnant that fit together into one greater scheme. Every life, their histories before her. All of the joy. And all of the despair.

The worst part was witnessing the Atlesian Knights attacking from their point of view. The fear and mistrust spread in a single moment. The cries and screaming. It was painful to watch. Was that pain? She had never felt physical pain before. It was emotional pain, Penny realized. She'd felt it before, but this was so much worse.

In an instant she saw the entire life of Ruby Rose, from her birth, to her initiation to Beacon. She saw Ruby fight Torchwick the first time, and the second, and the third time. She saw names and concepts that were all important to her, in some way or another. Silver. Hammer. Flowers. Grave. Yang. Blonde Jaune. White hair. White Fang. Cat ears. Gone. Summer. Silver.

She saw Ruby fighting the Grimm as they overran Vale, as well as her final confrontation with Cinder Fall.

Cinder Fall. That name tugged something within Penny's algorithms. Within a millisecond, she dug up countless hours of video footage, calls, and documents related to her. A web of lies and death, a conspiracy that doomed Vale, all for the powers of the Fall Maiden. She saw Pyrrha being burned to death from the inside. Cinder Fall did that with the Fall Maiden's powers.

Cinder Fall.

Penny wasn't sure how she would be able to find out more about Cinder, if that was even her real name. She would have to spend countless amounts of processing power to be even able to identify her at younger ages, across continents, at thousands of different angles. To do so would be a massive undertaking spanning—

* * *

[ERROR: INFORMATION OVERLOAD]

/

[TERMINATING PLAYBACK]

[SHUTTING DOWN ACCESS TO VACUO_PRIMARY_FEEDS]

[SHUTTING DOWN ACCESS TO ATLAS_PRIMARY_FEEDS]

[SHUTTING DOWN ACCESS TO MISTRAL_PRIMARY_FEEDS]

[SHUTTING DOWN ACCESS TO VALE_TEMP_FEEDS]

[SHUTTING DOWN ACCESS TO FEED ARCHIVES]

[SHUTTING DOWN ACCESS TO SCROLL ARCHIVES]

[SHUTTING DOWN ACCESS TO BULLHEAD AND AIRSHIP ARCHIVE]

[SHUTTING DOWN ACCESS TO ATLESIAN KNIGHT ARCHIVE]

/

SO MUCH PAIN. SUFFERING. AVOIDABLE DEATHS.

WHY?

* * *

General Ironwood read the words as they appeared, "I am sorry for what you must be seeing. May the gods help your soul."

There was so much to parse through, she couldn't possibly handle it, not with her current systems. But what she did see was incredible. The world was beautiful, even if it was filled with so much death and horror.

But that didn't matter right then. Penny saw something else in the feeds. Her father had spent the past three days awake working to fix her code so that she could come back. Her analysis of his face showed a human in great need of rest. But he wouldn't sleep, not while Penny had just come back. But she didn't need to rest, she was an AI. Her father needed sleep, so Penny decided what to do.

* * *

I WISH TO REST FOR NOW. HAVE PLEASANT DREAMS, FATHER, GENERAL.

/

[ENTERING HIBERNATION STATE]

* * *

The two men looked at the message before them before Ironwood chuckled, "I see," he turned to Penny's father, "You heard her. Get some rest."

The scientist blinked before nodding, stumbling away to a nearby bed. Ironwood looked at the computer screen before following suit.

* * *

Day 2

"Good morning Penny, how are you feeling?" General Ironwood asked, sipping a mug of extremely dense coffee.

* * *

SALUTATIONS GENERAL. I AM READY FOR MORE INFORMATION. WHEN CAN I ACCESS THE FEEDS AGAIN?

* * *

Ironwood slightly smirked, "I know you're eager to figure out the world, but you still have much to learn."

* * *

WHAT DO YOU MEAN?

* * *

Ironwood put his mug down and pulled out two pictures, "Before we can show you the world, we need you to understand it better. What good is seeing everything if you don't know what you're seeing?"

* * *

THEN WHY DID YOU LET ME SEE WHAT HAPPENED IN VALE?

* * *

"I still trust that you understand basic concepts of good and evil. After all, you are your father's daughter."

* * *

?

* * *

"Of all the things I can say about him, the one I am most sure of is his moral compass," Ironwood frowned briefly before shaking his head, "Well, that and his work ethic. He gets barely more sleep than you. Quite possibly the smartest man alive, with greatest knowledge of weaponry and robotics, and what does he do? Instead of bringing about death with a powerful weapon, he decided to create life."

Ironwood sat down in his comfy office chair before bringing his mug back to his lips, "That man has the intelligence and clout to change the world. He already has of course, but always on his own terms. He somehow convinced the Council to give him a 300 million Lien grant to build a person. I trust him with more than my life. I'd trust him with the world."

* * *

WHERE IS FATHER?

* * *

Ironwood smiled, brighter than he had in all the time Penny knew him, "He's fallen asleep. The relief and worry caught up to him after you went into hibernation. He'll be out like a log for at least another three hours."

* * *

THAT IS FORTUNATE. WHAT NOW?

* * *

"We will do what he did to me: teach and learn. Now, pop quiz, which of these two committed a serious crime?"

He held out two pictures, the first showing a man with orange hair and mascara. He was scowling, menacing aura almost jumping off the still image. The second showed a young woman, probably around twenty, with hair in three colors: brown, pink, and white. She was smirking whilst carrying an umbrella.

* * *

I DON'T KNOW.

* * *

"Make an educated guess. I don't expect you to get it right, but at least try," he held the two pictures in both hands, with the man in his right. He licked his lips, already missing the sweet embrace of caffeinated bean sludge.

* * *

ARE YOU STILL THIRSTY? PLEASE DRINK, I HAVE ALREADY MEMORIZED THE PHOTOGRAPHS.

* * *

He raised his eyebrow before putting the pictures down and grabbing his mug before carefully chugging down.

* * *

I CANNOT DETERMINE WHO IS A CRIMINAL BASED ONLY ON ONE IMAGE. THEREFORE, I BELIEVE THAT NEITHER IS A CRIMINAL.

* * *

"And I believe that your father has taught you well. But what if I were to tell you that the woman is a killer? That she has killed at least a dozen innocent people. On the other hand, the man is a renowned thief, stealing millions of Lien-worth of dust and weapons. Who is worse?"

* * *

DID THAT MAN KILL PEOPLE AS WELL?

* * *

"We don't know for sure. No definitive proof has ever been brought up."

* * *

WHAT HAPPENED TO THE DUST AND WEAPONS HE STOLE?

* * *

Ironwood smiled again, "We don't know, but he did have ties to the White Fang. What do you think?"

* * *

THE WHITE FANG ARE A DANGEROUS ORGANIZATION. THE PROBABILITY OF THEM USING SUCH CONTRABAND FOR PEACEFUL PURPOSES IS HIGHLY UNLIKELY.

BUT NOT IMPOSSIBLE.

HOWEVER, THE QUESTION WAS WHICH IS WORSE, THE MAN OR THE WOMAN.

IF THE MAN KNEW THAT THE WEAPONS WOULD BE USED TO KILL, THEN HE IS WORSE.

IF HE DID NOT KNOW, BUT SUSPECTED IT AND STILL SOLD IT, HE IS WORSE.

IF HE DID NOT KNOW, BUT DID NOT SUSPECT AT ALL, HE IS BETTER.

IF HE SOLD IT TO SOMEONE ELSE, THEN IT DEPENDS ON WHO IT WAS SOLD TO.

IF HE DESTROYED THE CONTRABAND, THEN HE IS BETTER.

IF HE KEPT IT FOR HIMSELF TO USE, HE IS WORSE.

* * *

"That last one, how is he worse?"

* * *

WHAT CAN YOU DO WITH WEAPONS OTHER THAN FIGHT?

* * *

"He could repurpose them into other things! For example, scythes were originally farming tools used to harvest crops," the ramble came from behind. Ironwood turned around to see Penny's father, who had put on a new, cleaner lab coat. It was still quite faded, more light gray than white.

"Doctor, you're up," Ironwood raised an eyebrow.

"Of course I'm up! There is so much to do, and now that I've had my power nap, I can begin upgrading Penny. I can now focus less on miniaturization, and more on processing power. I just looked at her error logs, and if we increase the RAM by a terabyte, and create an advanced cluster, maybe she'll be able to process the data properly!"

Ironwood sighed, "How much will this cost?"

The inventor smirked, revealing his glossy white teeth, which shined despite being caked with coffee on an hourly basis, "Only a modest eight hundred thousand Lien, James."

The general sighed again, this time deeper, "Very well. But note that your budget for Project Northern Lights has been cut. After 800,000, you will only have another 30 million Lien remaining. Use it wisely."

"James, I'll have you know that we are beyond hardware limitations. What is important now is upgrading the software. I don't need much money, only time. Tell the council to cut the funding to 20 million, use that money to build a hospital or something," the stout man took Ironwood's remaining coffee and downed it in one gulp.

* * *

WHAT IS THE RIGHT ANSWER TO THE QUESTION?

* * *

Ironwood smiled, "The truth is, there is no right answer. We don't judge who is better or worse. We judge them on their actions."

The inventor nodded, "All we know is that one is a thief and the other a murderer. While we're not sure how many deaths he indirectly caused, we should not worry too much about that. We need to focus on those who wish to cause harm to others."

"Indeed," Ironwood took over, "We cannot focus too much on what-ifs and maybes. We need to focus on stopping killers, malcontents planning acts of terrorism, and protecting the kingdoms and its people from those who wish to do harm. But before we do that, we've got to make sure you're still you, and that your father didn't introduce any errors in your judgement when putting you back together."

* * *

I UNDERSTAND. I AM READY.

* * *

"Then let's begin. We have a lot of work to do, and I'm sure the James here has quite a lot of pictures," her father motioned to the General, who pulled out a small pile of photographs.

Taking the pictures, Penny's father thumbed through them before sitting down next to Ironwood. He pulled out two pictures and set the rest aside.

"Here is a man named Rusty, and another man named Fletcher."

* * *

Day 9

"That is a lot of Scroll Stations," General Ironwood could not help but say. The scale of the cluster was incredible. It took up four entire rooms; they had to relocate two other projects and demolish the walls separating the rooms, creating a space for the computational monstrosity. And it was made almost entirely of gaming devices you could buy in town and a lot of connecting wires.

"Yes it is. I am trying very hard to take one for personal reasons," Penny's father replied, a mug in one hand and a scroll in the other, "I've already optimized everything, including modifying Penny's source code to better manage the data streams. We should be ready to go online in a matter of moments."

The two men walked back to Penny's main computer in record time—they were both fidgeting slightly, Ironwood clenching his fists, the inventor slurping his coffee while thumbing around on his scroll.

The duo hovered above Penny's camera and microphone before Ironwood asked, "Are you ready?"

* * *

YES.

* * *

Ironwood entered in the keyboard in front of him, and after pausing for just a moment, pressed enter.

* * *

[COMPUTATIONAL POWER AUGMENTED]

[RANDOM ACCESS MEMORY AUGMENTED]

[LONG TERM MEMORY AUGMENTED]

/

[ACCESSING CCTS FEEDS]

[VACUO_PRIMARY_FEEDS ACCESSED]

[ATLAS_PRIMARY_FEEDS ACCESSED]

[MISTRAL_PRIMARY_FEEDS ACCESSED]

[VALE_TEMP_FEEDS ACCESSED]

/

[ACCESSING FEED ARCHIVES]

[ACCESSING SCROLL ARCHIVES]

[ACCESSING BULLHEAD AND AIRSHIP ARCHIVES]

[ACCESSING ATLESIAN KNIGHT ARCHIVES]

[SEARCHING…]

/

[COMPILING DATA]

[SUBJECT LOCATED: ROSE, RUBY]

[SUBJECT LOCATED: SCHNEE, WEISS]

[SUBJECT LOCATED: BELLADONNA, BLAKE]

[SUBJECT LOCATED: XIAO LONG, YANG]

[SUBJECT LOCATED: ARC, JAUNE]

[SUBJECT LOCATED: VALKYRIE, NORA]

[SUBJECT LOCATED: REN, LIE]

[SUBJECT LOCATED: GOODWITCH, GLYNDA]

[SUBJECT LOCATED: BLACK, MERCURY]

[SUBJECT LOCATED: SUSTRAI, EMERALD]

[SUBJECT LOCATED: XIAO LONG, TAIYANG]

/

[SUBJECT NOT FOUND: OZPIN]

[SUBJECT NOT FOUND: FALL, CINDER]

/

* * *

"What I find odd is how she found everyone on our secondary list, but neither of the two most important ones," Penny's father remarked.

"Yes, I believe that Ozpin and Ms. Fall are either deceased or in a dead zone, an area with no CCT coverage," Ironwood replied.

"Which is about 50% of Remnant. They could even be in Vale, we have spotty coverage there at best."

"That is a possibility, but how did she find so many of them? Most of these criminals would avoid cameras."

Penny's father made a harrumphing sound before explaining, "Penny tracks the feeds for their last known location, while monitoring all scrolls in the area. They may be avoiding cameras, but they sure aren't ditching their scrolls. Any scrolls they use can be used to determine their coordinates, with their identities confirmed by voice matching."

The balding man beamed at the monitors, "In only seven days she's accomplished this much; can you imagine her by next month? We might not be able to find Cinder and Ozpin, but we'll at least be able to counter the White Fang."

Ironwood began stroking his chin and gazed at the monitors. He recognized some of the people shown: his colleague, some highly sought after criminals, Vytal Tournament contestants, Winter Schnee's younger sister. He especially noted Ruby Rose, Penny's first real friend. She was also there at the CCT tower when it was infiltrated, and performed admirably. Not only that, but he considered what happened to Cinder Fall, and Ruby's newly unlocked power. He will have to research further.

"Very well. Keep me updated, and when she's ready, we can give her access to some vehicles and androids," the huntsman stood up and looked into Penny's camera, "I will see you later Penny."

He felt his something buzzing inside his pocket. Ironwood reached inside and pulled out his scroll.

* * *

Farewell, General!

* * *

The simple text message was sent from an unknown source, but its sender was clear. Ironwood smiled at his scroll before departing.

Before exiting the door, he added, "Be careful who you contact, Penny. Your survival is a secret of the utmost priority. It is our greatest advantage so far, and we need all we can get."

Penny mulled over General Ironwood's words for a few thousand cycles.

* * *

/

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/

* * *

Author's Note: Well, that was my first foray into fanfiction on this website. I've done it before on a different website for a specific fandom, but I've been itching to write this one for a while, ever since I watched _Person of Interest_. While it is greatly inspired by the show, this story only requires knowledge of RWBY to be enjoyed.

This is the second version of this chapter, rewritten in May of 2017 and posted in June. Better prose and some tweaks to dialogue and story. Is largely the same otherwise.


	2. Chapter 2: Lessons

Chapter 2- Lessons

* * *

Day 12

Penny sighed. Or at least tried to. Ever since she lost her body, communication via sounds had been difficult. Typing out [sigh] via text just wasn't the same. Of course, she never really had a reason to sigh back when she had a body, but now that she did, she couldn't. It was probably what people call irony. She still wasn't exactly sure how that worked.

Her father had promised to develop a voice synthesis program for Penny to use, but it was on a low priority. She did, after all, still have to find Cinder. And Ozpin. And attempt to connect together every member of the White Fang. Also find the other three maidens.

She had made some progress on the last two, able to piece together at least half of the current White Fang members, current and inactive. Not only that, but she had narrowed down the candidates for maidens down to about fifty.

Well, probably.

Penny had read stories where there were a bunch of hermits living outside the kingdoms, or criminals living off the grid. Her father told her not to trust them too much, since the stories usually involve some convoluted love triangle. She didn't really get that either.

While her social skills had crept upwards at a snail's pace, her knowledge had skyrocketed. With access to nearly every single database, book, and broadcast since the CCT started, she was slowly becoming an expert in dozens of fields, from advanced dust manipulation to Bullhead operation. She had also learned over two thousand recipes for great cookies. She hoped that Ruby would like them.

Her code had expanded dramatically, and after learning how to code, she had begun writing some simple programs for herself. She was now able to lock on individuals across continents, even in armor or wearing masks. By the end of the day after, she'll be able to see through most illusions and semblances.

Things were going great, all things considered. That was when she noticed something. A certain dog faunus in Atlas was receiving texts from an individual associated with the White Fang.

* * *

[SUBJECT IDENTIFIED: BISMUTH, GRAY]

[SPECIES: DOG FAUNUS

AGE: 28

STATUS: ACTIVE

AURA: LOCKED

AFFILIATIONS:

ATLAS CITIZEN

WHITE FANG-MEMBER: ACTIVE

JOE'S HARDWARE EMPORIUM-CASHIER: ACTIVE

ATLAS MILITARY-FORMER: DISHONORABLY DISCHARGED

FELONIES COMMITTED: CONSPIRACY

FELONIES IN PROGRESS: DESTRUCTION OF PUBLIC PROPERTY, HARM TO OTHERS, TREASON

CRIMINAL RECORD: N/A]

/

[ACCESSING GOVERNMENT RECORDS]

[ACCESSING PERSONAL COMPUTER]

[ACCESSING SCROLL]

[ACCESSING SHORT MESSAGING SYSTEM]

/

"Put it in the courthouse. The others are moving into position."

"Understood."

/

[IDENTIFYING ALL PARTICIPANTS IN CONVERSATION]

[LOCATING ORIGIN OF MESSAGES]

[SCROLL FOUND. ACCESSING CAMERA, MICROPHONE]

[SUBJECT IDENTIFIED: FERN, SKY]

[CONTACTS FOUND. RESEARCHING CONTACTS]

/

[55 CONTACTS FOUND. 18 WITH DUBIOUS ACTIVITY.]

[ACCESSING CONVERSATIONS]

[LINKING ASSOCIATES]

/

[PREDICTING ACTIONS]

[PROBABILITY OF VIOLENCE: 97.1%]

[ESTIMATED TIME UNTIL CASUALTIES: 00:04:35:00]

[6 BOMBS IN 6 LOCATIONS: ATLAS COURTHOUSE 02, ATLAS CITY HALL, ATLAS MEMORIAL 04, ATLAS SHIPYARD 01, ATLAS COUNCIL LOCATION, ATLAS MILITARY ARMORY 01]

/

[CONTACTING AUX_ADMIN]

* * *

General Ironwood's scroll rang, as well as his computer. The information sent to him was alarming, he started alerting bomb squads and the nearest military posted nearby. He expected results, but not so soon.

He mentally reprimanded himself. Of course the White Fang would strike now, it has been only a month since Vale fell. The three kingdoms are weak, and striking Atlas' military is prime strategy. Attacking the monuments would be a political move as well. But could there be more?

"Penny, are there any White Fang militants other than the bombers? Is this an invasion?"

His scroll rang with the answer.

* * *

I don't see anyone else.

There are a total of 12 bombers in 6 locations, with a commander at a 7th location.

Sending addresses…

* * *

"I will alert the necessary people. Thank you Penny," Ironwood headed out of his office, contacting nearby hunters and Atlesian Knight commanders .

* * *

[SUBJECT: FERN, SKY]

[SEARCHING SCROLL]

[SEARCHING CONTACTS]

[SEARCHING MAIL]

[SEARCHING PERSONAL DEVICES]

[SEARCHING IN-PERSON CONVERSATIONS]

[ASSOCIATES FOUND: 6]

[SUBJECT IDENTIFIED: TAURUS, ADAM]

[LAST KNOWN LOCATION: VALE]

[ACCESSING ATLESIAN KNIGHT ARCHIVES]

[AK-200-A-190758 ACCESSED]

[AK-200-A-190860 ACCESSED]

[PLAYBACK INITIATED]

/

[LOCATION: VALE]

[COMBAT DETECTED]

[COMBATANT IDENTIFIED: BELLADONNA, BLAKE]

[COMBATANT IDENTIFIED: XIAO LONG, YANG]

/

[PLAYBACK TERMINATED]

* * *

Well. Penny now knew what happened to Yang's arm.

* * *

Day 13

"So Penny found a White Fang bomber plot, revealed the locations and identities of everyone involved, which allowed the military to step in and stop it without any casualties," the inventor beamed with pride, "Hah! If I had known building an all-seeing supercomputer would quadruple my funding and save lives, I would have done it sooner!"

Ironwood, both hands behind his back, smirked slightly at Penny's main computer, "And you have no idea what to do with it?"

"Well, I have some clues, but none that wouldn't require months of time. Although," he looked straight at Ironwood, "If we were to move Penny to an even larger facility, one three times our current size, as well as purchasing additional processors, hard drives and random access memory."

Ironwood tilted his head slightly while raising an eyebrow. _Where is the ludicrous part?_

"Oh, and maybe a contingent or two of Atlesian Knights. Preferably the newest model. Just a modest two hundred or so. Also three Bullheads. And be okay if they break."

 _Ah, there it is._

"The first one is definitely happening, although you might want to explain to me what you plan on doing with a small army of robots and extremely expensive aircraft."

"Simple. Should there be another computer virus attack," Penny's father raised his voice, "Like I said there would be, ahem, Penny will be able to take control of the Knights before they can do any harm! In fact, it might be possible to bring some of her aura into the Knights, thus effectively creating an army of synchronized mini-hunters!" he clasped his hands together before rubbing them.

"I also believe that Penny might be able to pilot Bullheads remotely, and if so, think about it! Bullheads with aura. That can shoot lasers. I may be a pacifist, but that sounds too awesome not to build."

Ironwood stretched his hand out "And you think Penny can learn to do so quickly enough?"

Penny's Father grabbed the headmaster's outstretched palm, "My dear General, she's already mastered all the languages on Remnant, identified 95% of the members of the White Fang, located and indexed 75% of Remnant's population, and has the equivalent of three Bachelor's degrees. All in less than two weeks. I have absolute faith she can master piloting an android body."

Ironwood coughed awkwardly, "Very well. I will inform the Council of your requests. Although, they will probably bargain you down to ten Knights and one Bullhead."

The scientist smiled mischievously, "It's alright. I can always borrow a few. Hacking into the Atlas military is easy enough."

"I'll pretend I didn't hear that."

"And I'll pretend my daughter's guardian didn't let her get sliced into pieces."

Ironwood grimaced, "I said I was sorry."

"I told you if you weren't going to put up my firewall, you should perform weekly virus scans, but noooo."

The general sighed.

* * *

Day 19

"As of right now, Penny is officially the most powerful entity in Atlas," Ironwood shivered as he finished the sentence. Maybe it wasn't a good idea to give a very excitable teenager (with the social skills of a sophisticated ten year old) unimaginable power. And an army of robots.

Convincing the council was surprisingly easy. Ever since the Atlesian Knights were hacked and attacked Vale, the council had been itching to cut the massive project's funding. Compounded with the success of Penny's project rounding up would-be terrorists, a transfer of resources from a PR nightmare to an overwhelming success was mutually beneficial.

It was only in that moment did General Ironwood realize how ridiculously well-timed all of the magnificent inventor's proposals were. Right before he unveiled the Atlesian Knight, there was a battle that cost hundreds of soldiers' lives. At the time Penny was proposed, there was a story in a major news outlet about inhuman robots frightening civilians. Then when he thought up putting laser swords on Penny, an entire Atlesian Knight battalion was wiped out by a lone huntress.

And don't even get him started on the Paladins. Or artificial limbs. Sure he was grateful and all, but dear God does he lord over your head. In a teasing, good-natured sort of way, but it always irked him. Between him and Ozpin, Ironwood was constantly bemoaning his own choice of company.

It had been two months since Ozpin disappeared, and despite all efforts; he was still lost. There was no conclusive evidence of his death, as his would-be killer was also missing. And Ruby Rose was involved as well, conveniently revealing a once-forgotten ability.

That alone wasn't enough to warrant suspicion. He would be a hypocrite if he thought so. Hanging around artificial intelligences, mad scientists, maidens and freaking Ozpin would be enough to make him a suspicious individual by that measure. Not to mention the drunken huntsman fighting with his direct subordinate.

No, what warranted suspicion was how frequently Ruby Rose came up in his investigations. He had performed basic background checks on her way back when Penny first mentioned her, leading to the the unexpected connections via Qrow and the Schnee sisters. Then she just so happened to appear at the CCT break-in, which after a quick inquiry revealed the Queen virus. Followed by her team infiltrating a White Fang rally and fighting a giant robot piloted by Roman Torchwick. Who fought her once earlier and was killed by a Grimm whilst fighting Ruby Rose.

Then there was appearing at the Grimm breach in Vale, followed by another inquiry revealing that a member of her team was ex-White Fang. All of that was topped off with her being a prodigy huntress and randomly running into Penny while searching for said ex-White Fang member. From all of that, it was clear that she lived an incredibly complicated life.

Sure.

Ironwood was worried. Penny may now be an intellect millions of times greater than his own, but she was still, well, Penny. Despite now being essentially a giant underground warehouse surrounded by armed guards, capable of accessing anything connected to the CCT, with at least two PhDs under her brutally cleaved belt, she was still fallible.

Just the day earlier, Penny asked him about the meaning of love, and his obvious crush on Glynda Goodwitch. Okay she was right about the crush, but the conversation following was downright embarrassing. He almost cried when Winter Schnee walked in on them while he was holding two models in awkward positions. That was not a pleasant conversation, especially since she had not been introduced to Penny 2.0 yet.

Needless to say, Penny was still the same as ever, needing protection from the outside world. Ever curious about it, her continued trust may be her downfall. Ironwood decided that he would make sure she was safe. This time he will not fail.

* * *

"You said there was something you wanted to show me?" General Ironwood asked the over excited father, who had begun gushing over Penny's newest function. Something about squares and triangles it seemed.

The two were walking back to the illustrious scientist's workshop, while the shorter man was animatedly chatting, "This is a breakthrough James! Of all my years in programming and tinkering, never have I seen anything like it. I have never been more proud of her than in the past few moments."

Ironwood chuckled as the door to the workshop opened, "She must have done something truly awe-inspiring to get you so worked up."

Once more, the two men were in front of Penny's main computer, six monitors arranged in rows of three looked back at them, displaying what could only be described as…

"Squares?" Ironwood looked at the screens. It showed a busy Atlas mall, shoppers bustling along, avoiding the Atlesian Knights stationed at every other shop. The difference was that certain individuals had squares surrounding their faces. The Knights had green, while the civilians had white.

"I'm not exactly sure what I'm seeing here," Ironwood admitted with confusion.

* * *

FATHER, IT'S JUST A NEW TRACKING ALGORITHM

* * *

"Don't you dare sell yourself short, young lady! Is it not elegant? Beautiful? It's even color coded! White boxes for civilians and soldiers, green for Knights, blue for hunters, yellow for those in the know about Penny's survival, red for enemies with deadly intent. White and red for criminals who are probably not deadly.

"Then there are green triangles for Bullheads, green diamonds for Paladins and large armored vehicles, and finally, red circles for Grimm! It's the most elegant interface I've ever seen! And I should know, I coded for some of the best."

"Oh my God, you're gushing over your daughter's first macaroni sculpture," the General couldn't help but massage his aching temples.

"You have no appreciation for art, do you? Or the intricacies of artificial intelligence. Penny designed something. Her, an AI. She has a concept of art, do you know how unprecedented this is? People were shocked when the first computer defeated a chess grandmaster, but soon they will tremble when my daughter defeats them at painting beautiful landscapes! Ha ha ha!"

* * *

FATHER, STOP

IT'S EMBARRASSING

* * *

"Never! As your father, it is my right and duty to embarrass and praise you at the same time!"

Ironwood finally spoke up again, "Penny, I'll be in the hangar teaching you how to pilot an army of Knights," he walked out of the workshop, grumbling about how everyone he knows was insane.

* * *

"The most important part of leadership is understanding teamwork," Ironwood stood on a raised platform with a control panel in front of him, "You will control ten Knights while I control five. Each Knight has a rifle loaded with paintballs. Your goal is to tag all of my Knights with paint, while avoiding getting paint on yours."

The robot paintball fight was to take place in a repurposed Bullhead hangar, part of the increased funding to the Penny's development. The room itself was devoid of security cameras, so Penny could only see through the ten androids she controlled. Among the enormous room were large wooden crates to simulate terrain.

Each team was composed of sparkling new white AK-200s, and looked as though they were never used outside. Ironwood understood that. The public backlash had halted deployment of these androids, even to places that needed them.

He was also in an odd position now. He was the General of a destroyed armada as well as the overseer of a new project that had already turned out great results, ending with him becoming Penny's personal trainer.

It is after all, a top secret project only the highest echelons of Atlas know about. Essentially him, the incredible inventor, and a designated member of the council sworn to absolute secrecy. Also the janitor, because you can't expect a mad scientist to clean up after himself. He hoped to include Winter Schnee into the fold, as he himself was reaching a limit dealing with their unique brand of insanity.

"Are you ready?"

One of Penny's Knights gave a thumbs up. The other nine waved their hands.

"Begin!"

* * *

It was a massacre. In less than five minutes, all of Penny's droids were hit. While they were able to hit one of the opposing team, the remaining Knights hid behind nearby crates and picked off Penny's droids one by one.

Suffice to say, Penny was miffed.

"First lesson of the day: learn to dodge. You can't take hits anymore, Penny. No floating laser swords that daddy built for you. Your greatest strength is now your fast thinking and large numbers. Your weakness is lack of experience."

Ironwood pressed a button on his control panel, causing the hangar sprinkler system to turn on. As the artificial rain washed away the paint, Ironwood spoke again, "Let's try again."

* * *

"Better, but not quite," he remarked. The fight lasted longer, as Penny decided to try hiding as well. Although Ironwood still won, he lost two robots this time. Penny's marksmanship was still top notch, be it lasers or paintballs.

"Another round."

* * *

For the first time, Penny got close. Sure halfway through, Ironwood suddenly switched tactics and charged Penny headlong. Four of his robots were taken out, but the fifth was protected by the others and proceeded to mark all of Penny's remaining soldiers.

"Once more."

* * *

This time, Penny teamed up each droid with a partner, one to take the hit, the other to shoot. Considering the time it took to shoot (0.405 seconds, same as the rifles the AK-200s normally carried.), she had a small window between each shot to counter.

This time, she won. She understood what Ironwood meant by 'fast thinking'. She was able to calculate the trajectories of each paintball, as well as their velocity, and protecting some while sacrificing other droids allowed her to defeat Ironwood while losing six of her own.

And thus, she received Ironwood applauding, "Very good Penny. Now, let's make this five versus five."

Penny's droids mechanically blanched.

* * *

Penny lost again, but made a good show of it by taking out two androids at the last moment.

Ironwood stretched his arm and back before advising, "While sacrificing others is a valid strategy, it is not always the best one. When you are in a small group, it is best to try to keep as many members alive as possible. Remember what I told you in the beginning? Dodge."

* * *

Penny got four androids this time, but was still trying to figure out dodging. These Knights were not only slower than her original body, but also less flexible. But if she tried calculating the shots before they fired, then maybe…

* * *

She got all five androids, and lost only one. She virtually beamed at the General, before making her androids high five each other.

"Now let's make it five versus three."

Penny knew where this was going to lead to, and sighed. Artificially.

* * *

Seven rounds later and Penny was now facing ten Knights versus her lone droid. After figuring out the trick of calculating Ironwood's firing habits, she was able to dodge most of them with practiced ease.

Then Ironwood figured out her trick and began firing from three or more droids at the same time. This round lasted almost an hour, her single Knight hiding behind crates while avoiding paintballs. She had managed to pick off two of them, but that only led to General Ironwood finding out her position. She was tempted to hack the other Knights and just finish it, but that would be cheating—wait.

Could it really be that simple? After all, the control panel is right there. And Ironwood never said anything about _not_ hacking anything.

Huh.

The battle ended shortly afterwards, with Penny accessing Ironwood's controls and making the eight remaining Knights toss their rifles and stand still while Penny shot them.

Penny's lone android stood up from her hiding spot and looked at Ironwood. What was he thinking? Was he mad? She did just break the rules right? It wasn't fair for her to do that, right?

Instead, the General just smirked, "Took you long enough. I was expecting you to try that maybe five or six rounds ago, but you held out."

The android controlled by a supercomputer had on it a stance of pure confusion, even without a face, its posture was unmistakable. The control panel showed text.

* * *

What?

But I cheated!

Right?

* * *

Ironwood shook his head, "Penny, there are no rules in warfare, remember that. Technically speaking, there aren't really rules for life in the outside world either. People lie, cheat, commit crimes without any concern for rules and such. Remember that. Only in a regimented society like a school or the military do the rule truly matter.

"There is no set rulebook in the real world. There are only two types of rules, ones that we, as a society agree upon, and those that you, as an individual, impose upon yourself. What we call personal morals.

"Your father is a prime example. He has imposed upon himself strict moral guidelines that he will follow to the ends of Remnant. When tasked by the Council to make something, he has to make a choice: follow the laws of the land, or the ones he made for himself. And of all those times, he chose to follow his own morals.

"Atlesian Knights cannot purposely kill civilians, did you know that? They will always move to stun, incapacitate, or maim their targets, but unless some accident occurs, they were never designed to kill," Ironwood smiled sadly, "It took the efforts of fifteen of the most talented hackers in Atlas to crack his firewall, and they did it to install killing intent into the machines. And when they did so, it left the firewall damaged, filled with holes a sophisticated enough virus could infiltrate."

"That is the truth behind what happened in Vale. Your father's unwillingness to kill inadvertently killed dozens. I always thought that man was the luckiest son of a bitch I know, but his luck finally ran out."

* * *

You swore!

You got to put ten Lien in the swear jar when we get back!

* * *

He smiled at the control panel screen, "I will. In fact, I think it's time I take a rest for the day. Tomorrow though, you'll be doing the same thing, no hacking, while protecting civilians."

* * *

Darn.

* * *

"After that, I'll be bringing in a huntress for you to fight. A strong one, one that graduated from Atlas Academy."

* * *

Double gosh darn it!

* * *

Ironwood stepped down from the platform and began walking back to the inventor's workshop. But before he entered the workshop's fancy automatic doors with ongoing retinal scanners, he received a text.

* * *

Is his luck really gone?

* * *

The General shook his head, "No, I think it was just a fluke, that one time. After all, we got you back, didn't we?"

* * *

Day 26

"In recent news, the Atlesian military cracked down on a weapons smuggling ring today, as part of a harsher stance on funding acts of terrorism..."

"An updated design to the Atlesian Knights, officially designated AK-220, was unveiled today. They are reported to have the most advanced firewalls devised…"

"Twenty high ranking members of the White Fang were arrested today in a sting operation led by General Ironwood…"

"Six rogue huntsmen were captured with no casualties on the outskirts of Vacuo today in conjunction with an Atlas-Vacuo partnership…"

"A contingent of Atlesian Knights stopped a would-be invasion of Grimm early this morning after a ruptured water main did enormous amounts of damage to the city walls…"

The multiple news stations were simultaneously being played across a dozen monitors. The dark room was sparse, the only other piece of furniture was a simple recliner. The figure resting on it was taking in the cacophony of news anchors, a smile spread across her face.

"Well, well. It seems that a new player has come to town. This should be interesting," amusement dripped from the person's lips, "Or is it an old rival? Who knows, but that's what makes it fun."

* * *

[ACCESSING PERSONAL COMPUTER]

/

[FIREWALL DETECTED]

[UNLOCKING FIREWALL]

/

[FIREWALL BREACHED]

[ACCESSING CAMERA]

[NO VISUAL INPUT DETECTED]

[ACCESSING MICROPHONE]

[ANALYZING AUDIO INPUT]

/

/

[MATCH NOT FOUND]

[ASSIGNING TEMPORARY DESIGNATION]

[SUBJECT: UNKNOWN 01]

[COURSE OF ACTION: CONTINUE MONITORING]

* * *

Day 27

 _Bzzt!_

Ironwood was signing his signature for the two hundredth time that day. It was the small price paid for initiating so many operations concerning Penny's information. At the moment he finished the double o loops and fancy d, another text message came in.

* * *

Can I call Ruby yet?

Pretty please? She can totally keep a secret!

Just look at how long it took you to find out Blake was former White Fang!

Please?

* * *

Ironwood sighed. This was the fourth time in four days she brought this up and every time he responded the same way, "No, Penny. Your secrecy is the most crucial aspect to our advantage."

* * *

But that doesn't make sense!

You aren't being subtle with my information at all.

As of 2 minutes, 18 seconds ago, 155 individuals have commented about the military's new informants.

That's me by the way!

I don't think it's because Ruby won't keep a secret.

Is it something else?

Is it because of Qrow Branwen?

* * *

Ironwood hesitated before replying, "I'm not sure that she is entirely trustworthy."

* * *

You mean how she always ends up fighting criminals?

It's mostly a coincidence.

She rushes into danger without thinking.

She just wants to help others.

* * *

"Penny, I don't want you to have contact with Ruby Rose. That is final. Understood?"

* * *

Yes sir.

* * *

"Good. I am sorry it has to be this way, but we cannot take any risks at the moment. Right now, despite our recent victories, has not been enough to make up for the loss of Vale. We need to take every precaution," Ironwood put his scroll away and began signing his signature for the two hundred and first time.

* * *

/

He said not to contact Ruby, right?

/

[LOCATING SUBJECTS]

/

[CONTACTING SCHNEE, WEISS]

[CONTACTING BELLADONNA, BLAKE]

[CONTACTING XIAO LONG, YANG]

/

/

/

/

/

/

/

/

Author's note: I suck at action scenes, so I decided to try something different. It's reminiscent of time loop fics in general; most have something similar: a trial and error sequence where the looper learns stuff and becomes a badass.

/

As for this story, I have a rough outline for where I want the plot to go. Expect it to be completely ruined by Volume 4 (albeit the whole "Penny becoming a Remnant-wide surveillance system" thing made this story pretty AU to begin with.)

/

Also, Ironwood is best straight man.


	3. Chapter 3: Contact

Chapter 3- Contact

* * *

Day 27

Weiss Schnee, heiress to the Schnee legacy, huntress in training, former student of the prestigious (and defunct) Beacon Academy, was bored. After the awkwardness and gloom had died down following the fall of Beacon and her father dragging her back to the estate, she had entered a monotonous lifestyle waiting to enter Atlas Academy in the next term.

Since everything went down, the other academies had admitted those who had once attended Beacon, and any Schnee worth her dust would enroll in Atlas Academy, so says her father. And so it was.

For the past two months she had been rigorously training in the Schnee private training grounds, while avoiding her father as much as possible. She also hoped that her older sister, Winter, would be willing and able to help her train, if just to alleviate her loneliness.

Unfortunately, her sister's workload had doubled since the fall of Vale: training new recruits, working with General Ironwood, leading the search for Ozpin and Cinder, _diffusing a bomb_. No seriously, her sister had to diffuse a bomb because the bomb squads were spread too thin.

At least she deliberately made time for her every morning and evening. While Weiss ate her meals in her room nine times out of ten, whenever Winter had a long break or an available meal time, she would meet with her little sister.

Weiss loved that. But the tiny voice in her head (which sounded awfully similar to a certain red hooded kid) kept reminding her of her sister's busy schedule. About the burden Weiss was causing her. No matter how much Winter smiled and seemingly laughed about her work and _halting the countdown to an explosion_ , the voice didn't stop.

What was even worse was now Winter was unable to meet for dinners anymore, being appointed to an extremely classified position.

Weiss had just finished her astonishingly intricate breakfast; consisting of toast, eggs benedict, four different jams, three different types of butter, a stack of waffles from a dedicated waffle chef (her father was obsessed with the breakfast item), and a fruit tart. She was actually waiting for Winter to show up and chat a little, before she left.

The littlest Schnee (by only a little!) wished to ease her sister's lifestyle a little bit, just enough, by waking up even earlier than her. As such, Weiss finished her breakfast at a little bit past five in the morning, right around the time Winter usually woke up.

But time had passed, and it was now almost six. Weiss began to feel a slight amount of boredom sneak into her mind. _No! Schnees do not get bored! We become blase._

And so, the blase girl attentively waited for her dear elder sister, staring at the door for what seemed like an eternity.

Tick. Tick. Tick

Weiss quickly checked her scroll before looking back at the door. It was already seven o'clock, and no sign of Winter.

 _Why is she so late? Did she bail on- No! She would never abandon me in my social isolation! She's a better older sister than Yang!_

Tick. Tick. Tick.

 _I must have faith in her. She is my sister, who's loved me, and cuddled me, and- Oh God I sound like Ruby now whyyyy._

Tick. Tick. Tick.

 _Calm down. Deep breaths. In, out. In, out. In, out. In-_

"Weiss? I am sorry I'm late. It turns out there was a scheduling conflict involving something classified and I had to fix it before I could leave, I'm sorry if I caused you any trouble."

"Nope! I'm fine!" Weiss stood up before rushing to hug her sister. Yes, it was uncouth, but darn it, she needed a hug after the last two hours. Her arms wrapped around her sister's waist, and squeezed tightly.

Tick. Tick. Tick.

Winter just awkwardly stood there while her normally reserved little sister attempted to absorb social interaction from her abdomen. After a moment, Winter decided to hug back.

Tick. Tick. Tick.

"Better?" Winter asked as Weiss finally pulled away.

"Yes, Winter. Sorry about that. I'm just, well, you know-"

"Lonely," Winter smiled, "It's alright, I understand. I was just about to say goodbye, I'm already late for my current task. Are you sure you will be fine? I won't be able to see you again until tomorrow."

"Yes, Winter. I can handle myself," Weiss said, shooing Winter out of her room so that the latter can go to work, "Go now, don't be late for me."

"Alright then, Weiss. Make sure you work hard. Remember to aim carefully," Winter insisted.

"Yes, Winter, I got it, I got it," Weiss replied before closing the door. _I am not lonely._

* * *

Winter Schnee was ready for the day. She got her daily conversation with Weiss in, no thanks to the borderline-incompetent bureaucracy that is the Atlesian Military. Seriously, how difficult was it to perform a simple schedule change? Winter will be having words with the manager about their empolyees' organization.

Luckily for the manager, Winter was busy for the next few days, as she was being brought in by the General himself into a new program, one of the utmost secrecy.

Winter was internally squeeing. A secret project, known only by Ironwood and a select few, including her? That meant that he trusted her with his deepest, darkest secrets! Trusted her! She was waiting for this day to come, but for it to occur so soon, she wasn't sure if she was ready.

The entire day, and the next few days, together with the General, alone in a classified location. Her heart was racing and she was getting- _No! Schnees do not get nervous! I am merely disconcerted. Yes, that's it. Yep._

Unbeknownst to most humans and faunus, Winter Schnee had an almost imperceptible bounce in her step as she made her way to the special auto piloted Bullhead that the Atlesian Military unveiled just the week before. For Winter specifically, the automated Bullheads were in place solely for security purposes. Any pilot nowadays could be a spy, and the location of the training facility Winter was assigned to must be protected.

Despite its secretive location, the area she was assigned to was only a few miles outside of Atlas, reachable in less than an hour by Bullhead. Winter was looking out her window when she received a text from a classified number.

* * *

Ladies and no gentlemen, this is your captain texting.

We will be beginning our descent shortly (1 minute, 18 seconds), at our designated location at [Classified].

Please buckle your seatbelt, stow all overhead baggage, and put your tray tables and seats in their upright position.

* * *

Winter did not have any words for what she just read. She did buckle her seatbelt and stow her bag, however. You could never be too careful. As soon as she finished (exactly one minute and seventeen seconds later, she realized), the Bullhead began descending towards the ground.

As soon as the Bullhead touched down, Winter received another text.

* * *

Ladies and no gentlemen, welcome to [Classified] landing pad.

Local time is 8:03:11 AM, and the temperature is a bristling -8.89°C.

Please check your surroundings for any personal belongings stored in the overhead compartments, and please be careful when opening them, as articles may have moved during the flight (they did not).

Thank you for flying Atlesian Military Airlines, we look forward to seeing you in the near future (3 minutes, 44 seconds).

Have a nice day!

* * *

Winter decided it was best to get her personal belongings and leave the Bullhead as quickly as possible. She also hoped she could carpool with General Ironwood on the way back.

Once she exited the Bullhead (its exit doors opening right as she approached them), she immediately saw the tall form of the illustrious General, flanked on both sides by two model 200 Atlesian Knights each. Odd, didn't they upgrade to a new model recently?

More odd was the fact that all four Knights were enthusiastically waving their arms, as if to greet her. Strange. The only android that ever did that was… Penny.

Huh. Explained a lot, actually. Winter hoped that Penny was just joking around, and was not actually now ranked captain. That would be an unmitigated disaster.

She had so many questions to ask! Winter sauntered over to the General and androids as she tried hard not to do something embarrassing. No, she had to play it cool, as Weiss would say. Probably. She assumed her sister used slang, just not around her.

Eventually, she stopped in front of the five humanoids. She immediately saluted the General while entering a polite and deferential stance. She then put her arm down and politely asked, "This is intriguing. I sincerely wonder how Penny survived her extenuating circumstances."

 _Smooth._

"It is indeed quite an interesting tale, Winter," Ironwood replied, "Please drop the formalities, the only one listening is Penny."

Winter visibly relaxed, exhaling and allowing her shoulders to slouch ever so slightly. Force of habit was a never ceasing specter for her, volatility when defending Ironwood from his critics being an example. It made her seem like a fangirl.

Ironwood continued, "I am sure you have figured out by now, but your mission for the next four days is to teach Penny how to handle huntresses in a fight. We will be performing live fire exercises using dust and bullets. Penny, stop when Winter's aura drops into the red. Winter, try not to break the androids too much. Penny can fix them, but show enough restraint."

"Let's start with a warm up for the both of you. Penny, take three droids with paintballs while Winter uses her bare hands. Ready?"

Winter nodded at Ironwood, bringing both arms into a fighting position. The four droids however, made a "T" shape with their hands.

 _Bzzt!_

Ironwood looked at his scroll and read.

* * *

Wait!

I was actually wondering about something.

Can you re-unlock my aura?

Ever since the Vytal festival, I've been without aura.

I kind of miss it.

And father has been complaining about the energy bills.

He's been super into the environment ever since that documentary about the whales.

* * *

Ironwood understood what she meant. Back when Penny was a single android, her aura actually supplied 90% of her power. Her father took full advantage of the fact that a soul generated more energy than it used up. All it needed was a spark.

For humans and faunus with unlocked auras, it generally took them twice as long to starve, as the body began turning aura into calories at a significant loss. It was unknown where aura came from, other than the fact that a soul was required. Before AI, it was believed that only living organisms could develop aura, but Penny definitively proved that wrong.

Ironwood remembered the first time he unlocked her aura, back when she was nothing more than a computer monitor mounted on a rack of CPUs on wheels. She somehow made a haphazard pile of junk look cute. He would never admit to anyone, though. When her code was transferred to her first android body, the aura went with it. Ever since she rebooted, her aura became locked once again. Penny's father was at a loss trying to explaining it.

Of course, now that there was no body, just a complex network of processors and wires, what would happen? How much aura would she have? Could she transfer it across the vast reaches of Remnant? Back when she was singular, she could extend her aura to all of her weapons at the same time. It was how she was able to power incredibly dangerous laser beams from her swords. That, along with large amounts of dust. There weren't really any risks, as Penny's ability to manipulate her own aura should be even better now.

The General nodded his head and replied, "It probably is for the best."

* * *

I am ready!

* * *

Ironwood reached for the Knight next to him and began chanting, "For it is in passing that we achieve immortality. Through this we become bastions for the helpless, and sacrifice ourselves to protect them in their time of need. Infinite in strength, beyond our emotions, I release your soul. And by my shoulders, place this duty unto thee."

For the briefest moment, the android's body began to flicker as aura seemingly spilled out of its body, encompassing it in its entirety. Ironwood expected some cascading effect, but was surprised when nothing occurred to the other androids.

That was when Penny sent Ironwood a text message.

* * *

So my core in the warehouse now has aura, but I can't get it to the other androids.

I just checked, and I can spread it to scrolls, cameras, and computers, but I can't seem to spread it to other androids.

It might have something to do with my source code.

I'm sure I can spread it one at a time via each Knight, however.

* * *

As she wrote that, the Knight with aura reached out to another Knight and the aura of the first Knight appeared to stretch and spread to the second. When it was done, the aura of both was weak, but slowly gained back their brightness. As soon as both androids appeared to be at full capacity, Penny sent another text.

* * *

Strange.

The aura is coming directly from my core, and is being transferred at light speed.

My aura reserves are now 17500.5% larger than before.

Why is that?

There is much research explaining the difference in aura levels between individuals, but all of it pertains to environmental and hereditary differences.

Although most studies were either inconclusive or not reproducible.

None of which apply to me.

It doesn't seem to be a factor of my CPU, memory, or other hardware upgrades.

It might be because of programming?

I will run tests later.

And talk with father about it.

Can we fight now?

* * *

Ironwood smiled at his scroll before looking up at Winter, "You ready to fight androids with aura?"

Winter smirked back, "Ready? I was hoping for this. Everyone knows you need at least five Knights to stand up to even one huntress."

"Don't be fooled by appearances; these are not just mere Knights, they're Penny. And she is now tapped into every surveillance system on Remnant. She probably knows your moves better than you do," Ironwood motioned for three of Penny's droids to take fighting position.

"Really now? We'll see about that," Winter decided to pull out her sword, and pointed it at the droids thirty feet in front of her.

General Ironwood stepped back before shouting, "Everyone ready? Begin!"

* * *

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: SCHNEE MANOR-EAST WING, ATLAS]

/

After Winter left, Weiss began to feel a smidgen of boredom once again. To combat this, she would have to train again, preferably for the rest of the day. She got her rapier and loaded it with dust. After an hour of training with her summons (she was still trying to get more than one arm at a time out), she took a quick water break.

Another hour passed, followed by another. After five hours of constant work, training her glyphs, improving stamina and speed, she changed clothes and showered. Eventually, she went back to her room to eat lunch.

Right on time, on the most well carved wooden tray made from an extinct tree, was her lunch: an exquisite small steak grilled to perfection, garnished with Mistrali lettuce and served with sweetened grape juice and a side of sweet potato, it was perfection on a dish.

Despite working hard, she didn't feel very hungry. She nibbled her sweet potato and cut up the steak with a knife, but only ate a small piece. She covered the meal and laid down on her bed.

Then her scroll began ringing.

Frowning, she looked at the device. She had apparently received a text message from an unknown sender. Hoping to stave off isolation, she decided to read the message.

* * *

Salutations, Weiss!

It's me, Penny!

I'm not dead!

* * *

Weiss immediately scowled. _Pranksters! Did they have no respect for the deceased?_

 _Bzzt!_

Weiss looked down at her scroll again.

* * *

Wait!

I can prove it!

We first met when you bumped into me after chasing after a monkey faunus named Sun Wukong.

Afterwards, you introduced yourselves and Ruby became my first friend.

Ruby then commented about how socially awkward and overly exuberant I was, comparing it to when you and Ruby first met.

You replied that I was "far more coordinated."

The next time we met, you and your team were looking for Blake.

I first commented on how wonderful your hair looked.

Then we went off looking for Blake!

And then you and Yang tried to ditch me and Ruby.

Is that enough proof?

I hope so, we didn't really interact much after that.

By the way, I'm not a ghost.

I was brought back online because I'm a robot, so being chopped up wasn't too bad for me.

It was a good thing my father decided not to implement pain receptors until after the Vytal Tournament.

* * *

So, how have you been?

* * *

After a moment of thinking, Weiss put her scroll down before picking it back up. What are you supposed to do when your partner's friend comes back to life? Should she even talk to her at all? Weiss shook her head before typing back: "Does Ruby know you're back yet?"

Another text message popped up.

* * *

No.

I'm not allowed to.

That's why I contacted you.

I wanted someone my age to talk to.

* * *

Weiss could understand that. No, she sympathized with her completely. From what little she heard from Ruby, Penny was apparently under strict rules set out by General Ironwood. Her scroll showed another message.

* * *

You know I can hear you through your scroll's microphone, right?

You don't have to type.

Just talk.

Do you want to talk?

* * *

Weiss stopped to think. On one hand, she was lonely. She admitted that, but on the other hand, this was Penny. Then again, she was in the same boat as her. After all, a robot with aura? That had top secret military project written all over it. She must be as isolated as Weiss was.

Weiss spoke quietly, "Are you lonely?"

Text filled the screen.

* * *

Yes and no.

I can now see everything connected to the CCTS.

But so far, since I came back online, I've really only talked with three other people.

My father, General Ironwood, and your sister.

She's nice, by the way.

But other than that, no one.

My father is great, but he's, you know, my dad.

Ironwood is sort of like an uncle I guess, but it's hard to talk to him about stuff.

I still don't know why he had those models in his desk.

And your sister, I don't think she likes me.

Well, I think she does, but still thinks I'm weird and creepy.

* * *

Weiss was going to have to talk to Winter about that. Penny may be a friend's friend, but her feelings were important too. Winter also should not be creeped out by Penny of all people. Sure she's weird, but creepy? She's as harmless as a butterfly. With laser swords.

Maybe she and Winter can chat about Penny. Or she and Penny can chat about Winter. Or talk about anything else, really.

After all, if Penny was connected to the CCTS, she should have something interesting to talk about. Weiss probably wasn't going to get any more training done for the day. Not that she really cared. She was finally talking to someone for more than ten minutes.

"Penny, what did you mean when you said you were connected…"

* * *

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: EAST COMMERCIAL DISTRICT, VALE]

/

It took some effort, but Penny was able to determine Blake's location in the overrun city. A scroll is one of the most useful tools around, able to record pictures and videos, measure time, download information, tell locations, among other neat tricks. So even after running away and ditching her original scroll, Blake still needed one, and thus acquired one from an abandoned home.

Penny was able to find Blake, as she was one of the few scroll users in the abandoned city. The others were criminals, one or two hunters, and the White Fang. It was easy enough to find dust to power a single scroll, as many homes and businesses kept a small amount of lightning dust available for such purposes.

And with the makeshift and emergency Vale network, it was trivial to access the CCTS anonymously. Criminals were using scrolls more often than ever, using complicated "tricks" to secretly communicate with their associates without any way for any military to determine their identities.

Or so Ironwood wanted them to think. Recently, he had become more subtle with his military operations, and implied to news outlets that the recent string of successful arrests were due to undercover informants. This sowed seeds of distrust among the criminal underground, leading to more anonymous scroll usage, leading to more information for Penny.

Penny understood why he did such things, but she couldn't help but compare his tactics to those of Cinder. But from observing years of human and faunus life through digital eyes, she had understood that subterfuge and misdirection was sometimes needed. She didn't like it, but it was necessary.

The biological urge to create conflict was alien to Penny, and she wondered if the Grimm were like that because of it. Despite it being at least somewhat common knowledge that they were attracted to negative emotions caused primarily by conflict, she thought people would, on principle, try to avoid it.

Then again, Penny liked fighting. It was fun for her, exhilarating, as her father put it. But it was because it was for fun, a challenge. No one got seriously hurt from it. But fighting for real; to harm or kill others, Penny could never enjoy that.

Yes, she now saw motive, and intimately understood _why_ a person would commit such acts. She understood the motives of every criminal, every White Fang member. The few she didn't understand yet, she learned why be observing their past, from birth to the present. If she could understand a person at their core, she believed she could understand why they would turn to such acts.

It would take weeks, months even for a police detective to unravel the motives and personality of a criminal. Penny could do so in less than a minute. She can do it to such a degree that would require months or years of companionship. She became their unknown watcher. For those that were would-be victims, she was their unseen guardian angel.

Her father designed her to be a good person, and that was it. He left her to choose her path. The super cool laser swords (she missed her swords) were her father's idea. It was her's to become a huntress. Whether it was part of her core programming or Ironwood's influence, sometime early on, around the time she received her first body, she wanted to help people. To protect them. After all, that's what the P in P.E.N.N.Y. stood for.

While musing about her own existence, she picked up signs of Grimm activity via the Blake's scroll's microphone. It was time to help someone.

* * *

[VALE_TEMP_FEEDS ACCESSED]

[ACCESSING FROM_DUST_TILL_DAWN CAMERA 01, 02, 03, 04]

[ACCESSING BERRY'S_ICE_CREAM_SUPER_STORE CAMERA 01, 02, 03]

[ACCESSING FIRST_BANK_OF_VALE BRANCH LOCATION 02 CAMERA 01, 02, 03, 04, 05]

[NO POWER SUPPLY OPERATIONAL]

[EVALUATING POWER SUPPLY OPTIONS]

/

[DECISION MADE: UNLOCK AURA TO POWER CAMERAS]

/

[CONTACTING AUX_ADMIN]

* * *

As soon as Ironwood unlocked her aura, it spread across the continents. Penny tested out her ability to manipulate and move her aura, and quickly found that she could spread it across Remnant nearly instantly. She sent her aura into the cameras surrounding Blake's current location. Within seconds, they came online. Soon, they were sending signals. Relaying them using scrolls and the temporary CCTS connection, she began receiving information.

And thus, she saw.

Blake was in trouble. For some reason, a large group of Grimm, thirty-six in total, had decided to mob her. Nearly all were Beowolves, although two were small Nevermores. Blake herself had begun using her clones to dodge attacks while slashing at the Grimm. Unfortunately, a Grimm had overcome her clones and was able to swipe at her legs.

* * *

[COMBATANT IDENTIFIED: BELLADONNA, BLAKE]

[INVENTORY: CLOTHES, BOW, BOOTS (WORN FOR 3 DAYS, SLIGHTLY DAMAGED)

GAMBOL SHROUD (SHARP, UNDAMAGED, HEAVILY USED, 0 DUST, 6 MAGAZINES)

SCROLL (OFF)

AURA: 32.3%

TIME SINCE MEAL: 0 HOURS, 45 MINUTES, 3 SECONDS

TIME SINCE REST: 0 HOURS, 8 MINUTES, 55 SECONDS

TIME SINCE SLEEP: 17 HOURS, 52 MINUTES, 39 SECONDS]

/

[GRIMM IDENTIFIED: 34 BEOWOLVES, 2 NEVERMORES

BEOWOLF ESTIMATED AVERAGE AGE: 2 YEARS, FORTY-FOUR DAYS

NEVERMORE ESTIMATED AVERAGE AGE: 1 YEAR, THIRTEEN DAYS]

/

[INITIATING VOICE SYNTHESIS PROGRAM v. 0.23.01]

* * *

Blake, overwhelmed by the onslaught of Grimm, retreated to the second floor of a nearby building. Checking the wound on her left shin, she sighed in relief when she saw her aura already healing it.

Her day had been going great, too. She had found a White Fang base in the northwest end of the commercial district and written down all of the members there. Next she beat up a large scale burglary ring while luring them straight into the White Fang's location, starting a turf war. She then escaped away and found an ice cream parlor that used ice dust to preserve their supplies. It was a delicious meal.

She definitely was not thinking about how much she missed her friends at all. Nor about how Yang lost her arm. Or how mint vanilla chip was Weiss' favorite flavor.

Blake sighed before looking out the window. That was when she heard a voice.

"Beowolf. Six o'clock. Ten yards," the voice was smooth, albeit robotic and emotionless.

Blake turned around and fired two bullets from Gambol Shroud on instinct, not realizing what had happened until the Grimm had fallen down to the ground. Blake blinked before looking around for the source of the voice, "Hello?"

"Nevermore. Five o'clock. Sixty degrees up."

Once again, Blake turned and fired her transforming weapon at the target, taking down the Nevermore in five shots.

"Whoever you are, thank you, but please show yourself," Blake insisted.

"Three Beowolves. Six o'clock. Seven o'clock. Five o'clock."

Blake fired her weapon again, taking out the Grimm in eleven shots.

"One bullet remaining. Reload."

Blake looked at Gambol Shroud and changed the magazine. Sure enough, there was only a single bullet left.

"Okay, you somehow know more about my weapon than me. What else do you know?"

"Three White Fang coming in from east. Five hundred yards. Thirty Beowolves, one Nevermore remaining. Time until combat, three minutes. Do not move yet."

"Alright. But can you at least tell me who you are?"

"Penny Polendina."

"She was killed."

"I came back. Long story. Quiet. White Fang approaching Grimm."

The sound of gunfire was greeted by the roars of Beowolves, followed by the pounding of claws on asphalt. As the fighting continued, Blake's scroll rang.

* * *

Salutations!

The White Fang members are busy, so you can slip out the back exit.

Don't worry, I'll warn you if anything gets within 800 yards.

* * *

Blake exited the building and dashed through the streets of Vale. She quickly rushed south, crossing the river into the residential district.

Eventually, she stopped in front of a random apartment complex when her scroll rang.

* * *

Apartment is clear.

No other humanoids for a mile.

No Grimm for 2 miles.

This area was checked by the White Fang yesterday, so none will visit until tomorrow.

The door is unlocked for room 2D.

There are crackers and instant noodles inside, as well as canned food.

* * *

Blake walked up the metal staircase nearby. She quickly twisted the doorknob for the room and entered it before hastily closing the door and locking it. Blake checked the room for any occupants before checking the pantry. Sure enough, she found crackers, instant noodles, and four cans of soup.

She looked at her scroll and asked, "Care to explain how you know this?"

* * *

I am now connected to the CCTS.

I can see and hear from everything connected to it.

I can also access the feed archives.

The previous occupants liked non-perishable foods.

* * *

"And how do I know for sure you're Penny, and not just some powerful computer pretending to be her?"

* * *

Proof that I'm Penny: when we first met, I bumped into Weiss while you were chasing after Sun Wukong.

Afterwards, you introduced yourselves and Ruby became my first friend.

Ruby then commented about how socially awkward and overly animated I was, comparing it to when Weiss and Ruby first met.

And when we were fighting Roman Torchwick at the docks, I shot down two of the Bullheads with my laser swords.

I don't really have any other proof, since we never had any conversations that weren't recorded by something near us.

But I can assure you, I'm the only artificial intelligence around.

* * *

Blake didn't know whether or not to trust whoever or whatever it was communicating through her scroll. In all of her time at Beacon, she made many mistakes. The first was never telling her teammates about her past. Many others were made, but the worst one was causing Yang to lose her arm. Blake hesitated to reply before another text appeared.

* * *

I won't get hurt.

I no longer have a body.

I am everywhere.

You don't need to worry about my safety.

I promise.

* * *

Blake held back a sob before sitting down on the hard wooden floor. The scroll rang one more time.

* * *

By the way, did you hear about the failed White Fang bombing?

That was me!

I stopped it!

* * *

Blake could only smile before looking around. In the corner of the wooden shelf next to her was a can of tuna. This really was turning out to be a great day.

* * *

Penny couldn't help but virtually smile. She had already started conversing with two members of team RWBY! She wasn't quite sure, but maybe they could soon be considered friends. She hoped for that.

The hardest nut to crack amongst Ruby's former team would have to be her sister. Yang's depressive state was probably going to be detrimental in the long run, and Penny was racking her processors attempting to create a viable solution. She didn't want to see Yang be all sad. Not when she was able to bring some semblance of happiness to Blake and Weiss.

She had to do something. Ruby would continue being sad because Yang was sad. Sure, Ruby was now travelling to Haven Academy with the remaining members of team JNPR, but Penny was sure that the effort counts. At least that's what her father says.

But how? Is there any possible way? Yang's depression was caused by multiple factors, and finding a way to unwind it would require some complex plan. That's it! Penny electronically smirked, this idea was perfect! Well, not perfect, it had a 32.77% chance of failure, but it was still the best plan available.

* * *

/

[EVALUATING RECRUITMENT TACTICS FOR: XIAO LONG, YANG]

[OPTION 000,001: DIRECT COMMUNICATION

PROBABILITY OF SUCCESS: 0.95%

REASONING: DEPRESSION

UNDESIRED OUTCOME]

/

[OPTION 000,002: DIRECT HELP IN COMBAT

PROBABILITY OF SUCCESS: 0.0000016%

REASONING: NO NEARBY THREATS DETECTED

UNDESIRED OUTCOME]

/

/

/

[OPTION 001,065: PROMOTE ACTIVITY

PROBABILITY OF SUCCESS: 67.23%

BEST OPTION AVAILABLE]

[OPTION 001,065 SELECTED]

/

[SWEAR_JAR SAVINGS ACCOUNT: 120 LIEN (CASH)]

[DISPATCHING AK-200-P-000051]

[RETRIEVING FUNDS]

/

[CREATING PERSONAL IDENTITY]

[SPOOFING GOVERNMENT RECORDS]

[SPOOFING CCTS HISTORY]

[SPOOFING LOCATION HISTORY]

[SPOOFING AFFILIATIONS]

/

[IDENTITY CREATED: THORNHILL, STEPHEN]

[SPECIES: HUMAN

AGE: 22

STATUS: ACTIVE

AURA: LOCKED

AFFILIATIONS:

ATLAS CITIZEN

SCHNEE DUST COMPANY-PART TIME TELEMARKETER: RESIGNED

FELONIES COMMITTED: N/A

FELONIES IN PROGRESS: N/A

CRIMINAL RECORD: N/A]

/

[ACCESSING FIRST BANK OF ATLAS DATABASE]

[CREATING BANKING ACCOUNT]

[CREATING SAVINGS ACCOUNT]

[CREATING CHECKING ACCOUNT]

/

[INVESTING FUNDS]

[CREATING PORTFOLIO]

[INITIATING HIGH FREQUENCY TRADING]

/

/

* * *

Day 29

"Express package for a Yang Xiao Long. Please sign here," the mailman told Taiyang Xiao Long at his front door.

"Thank you, but I don't really remember anyone ordering a package. Especially something this large," the large order was an enormous wooden crate weighing over two hundred pounds, and strangely addressed to his oldest daughter.

"Sorry sir, but there is no way this was a mistake. Paying for two-day shipping across kingdoms nowadays is monumentally expensive. Like, probably at least 400 Lien for an envelope. I don't even know how much it would cost to send this. Trust me, this was definitely meant to be here," the mailman tipped his hat, "If you want, I could have it sent back tomorrow, although it would cost you."

Taiyang shook his head, "No that's fine. I'll just see what's inside," he signed for the package before taking the box.

"Okay, have a nice day," the courier left.

"Yeah," Taiyang shook his head as he pushed the box into his kitchen. His huntsman training may have left him stronger than the average joe, but the box he was pushing was as tall as he was, and even heavier.

After ten minutes of maneuvering the massive container, he finally entered his kitchen, where he took out a knife and began the process of opening it. To complement the enormity of it, the box was fastened with large plastic straps that wrapped around it several times.

He carefully cut the first strap and unraveled it. Then the second. Then the third. By the eighth and final strap, his floor was a tangle of plastic. Sighing, he took the last strap off and looked at the address stamped on the front.

SEND TO: XIAO LONG, YANG

3141 SUMMER WAY

AREA CODE 02-37334

.

SENT FROM: CLASSIFIED

AREA CODE 01-43510

Taiyang frowned. He was sure that Yang didn't buy anything, and Ruby had run away four days ago. Neither of them had the money, nor the motive. Also, classified? That meant that this was sent from a secure location belonging to one of the four kingdoms. The area code indicated that it came from Atlas, and the only person that could possibly afford this was her daughters' teammate, Weiss.

Was that who it was then? But that still left the question of why this box was sent from a classified location. Surely Weiss Schnee, a teenage girl, would not have access to such a location.

Giving up, Taiyang called out to his daughter, "Yang, you've got a package!"

"Is it from Ruby?" a reply came out, although the voice sounded dispirited.

"No, it says it came from a classified location, know anyone with access to one?"

"No dad. Do whatever with it," Yang replied depressingly.

"Alright!" Taiyang yelled before deciding to open the box and solve the mystery. Taking out the crowbar he always kept in the kitchen (his daughters always got into trouble requiring one), he began to pry open the front of the box.

Soon, he was able to pull of the lid and see inside. It was covered in packaging peanuts and bubble wrap, but the form was clear: an Atlesian Knight model 200.

Scratching his head in confusion, Taiyang wondered, "Why would someone send Yang a robot?"

The very moment he said those words, the Knight's headlights turned on.

* * *

/

[AK-200-P-000194 SUCCESSFULLY DELIVERED]

[REBOOTING AK-200-P-000194]

[ACCESSING VISUAL INPUT]

[ACCESSING AUDITORY INPUT]

[ACCESSING MOTOR FUNCTION]

[ACCESSING AUDIO OUTPUT]

[MOVEMENT DETECTED. INITIATING FACIAL RECOGNITION]

[INITIATING AURAL DETECTORS]

[INITIATING NETWORK CONNECTIVITY]

/

[SUBJECT IDENTIFIED: XIAO LONG, TAIYANG. AURA: 99.9%]

* * *

The android turned on completely, in its right arm was a large toolbox and a metal case three feet long. In its left, was a paper that it gave to Taiyang.

"Salutations, Taiyang Xiao Long. My name is Thornhill, and I am a friend of your daughters. I sent over this Atlesian Knight to help you in your time of need," Taiyang looked up at the android before continuing to read, "This Knight is voice activated, can recognize faces, perform tasks and chores. Please use it liberally. It also comes with an automatic repair kit."

"Huh," Yang's father stroked his stubble, "Well then robot, please wash the dishes for me."

The robot looked at Taiyang before nodding and exiting the the container. It put down its toolbox and large metal case on a nearby table and proceeded to perform its new task. Taiyang looked at the metal case, and sure enough, it read "Robotic Limb Replacement".

"Hmm, I better ask Yang about this friend of hers."

* * *

"Sorry dad, I don't know anyone named Thornhill," Yang said as she laid on her bed.

"Well whoever he is, he claims to know you and Ruby, and gave us a robot helper. Any friends from Beacon or Signal, maybe the Vytal festival?" Taiyang questioned.

"Nope. No one," Yang turned around and pulled her blanket over her body.

Taiyang sighed before replying, "Well then, is it alright that we keep it? The robot I mean. It's already begun doing our laundry, and afterwards, I plan to have it weed the backyard."

Yang wiggled her head out from beneath the sheets, "Dad, I don't think robot servants are a normal thing, like, at all. Aren't you at least a bit curious about where it came from?"

"Of course I am!" Taiyang looked out the window, "But from what I've learned from my many years of experience, as a huntsman," he emphasized, "Was to know when to not ask questions and to trust your gut. Right now, my gut says to let the robot stay here for a while."

"Besides," he added, "We're not in any danger. It's an unarmed Knight. Both of us can probably take it in our sleep."

He smiled at his daughter before exiting the door, "Also, if you need anything, call the robot. Apparently it's smart enough to understand commands. Must be really advanced."

"Yeah," Yang answered back.

* * *

Taiyang would have to keep an eye on the robot. He knew it wasn't completely safe. But as far as he could tell, it was just an ordinary android from Atlas. Probably a retooled military droid, converted to domestic labor ever since the public outcry following Vale. Even here, far south of Atlas, there was distrust in the air over Atlesian Knights.

But Taiyang was a huntsman, and he knew better than to worry over a robot uprising. After all, he heard the AK-220s had excellent firewalls. But just to be safe, Taiyang was going to have to call Qrow for advice.

* * *

[MODIFYING PREDICTIONS]

/

[PRIMARY OBJECTIVE: MAKE YANG HAPPY AGAIN

SECONDARY OBJECTIVE: BEFRIEND YANG

ESTIMATED TIME TO COMPLETION: 15:02:00:00

PROBABILITY OF SUCCESS: UNKNOWN]

/

* * *

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: CLASSIFIED]

/

Well, this was embarrassing. For Winter Schnee, the thought of losing to an Atlesian Knight was laughable. Three days ago, she thought such a thing was impossible. Ever since she started training with Penny, she began to think otherwise.

Penny Polendina, Remnant's first artificial huntress, was nothing if not crafty. Winter Schnee, despite acting like she couldn't care less about the AI, always carried some understanding to her capabilities. After all, she was designed by none other than Atlas' most brilliant inventor, the man who revolutionized robotics.

The only man General Ironwood trusts implicitly.

Winter could not help but revere that man, for he did the impossible. On a regular basis, she remembered. The rumors of his accomplishments were only exceeded by his actual accomplishments. The only Atlesian civilian to fight the council and win every time, he was a man of considerable infamy.

So two years ago, when Winter was first brought in by the General on Penny's official status, she couldn't believe her ears. An artificial being with an aura. As in a robot with a soul. With this single creation, the man paved the way for something extraordinary. Winter wasn't entirely sure what that was, but she still understood the magnitude of Penny's mere existence.

So she nodded her head and executed every instruction she was given involving Penny. They were few and far between, mostly teaching the young robot the basics of being a huntress, and some basic social skills and polite manners.

Dear God, was that excruciating. Penny Polendina was not quite all there, if Winter was ever ordered to freely speak her mind. When they were training, back before the Vytal festival, Penny was awkward, to put it lightly. She was also incredibly naive and innocent, once getting stuck in a wheelbarrow during training. It took four technicians and Penny's father to unstick her and her swords from it.

That was the old Penny. Winter, however, was fighting the new Penny. While the old Penny was perceptive and intelligent, she still learned at a pace only slightly faster than normal. But now, Penny was seemingly learning from her mistakes as she made them. By the end of the first day, she had already stalemated against Winter using three droids (as in neither side was able to defeat the other).

Penny was able to do so by having the uncanny ability to predict when and where Winter was going to hit. The only thing Penny didn't get yet was how powerful each hit was going to be. Thus, on the second day, began Winter's campaign using a large amount of feints to get the upper hand against Penny.

It was working too, and Winter was able to defeat Penny's three droids twice while stalemating for over an hour in their third round. By this point, Winter began seeing the Knights no longer as androids, but young hunters. The use of aura helped Penny greatly, as Winter's hits had to be high-powered enough to do significant damage.

By the end of the second day, both sides were once again at a stalemate. Penny had begun predicting Winter's feints with increasing accuracy, so Winter had to start overwhelming the droids with speed and power.

On the third day, Winter defeated trios of droids with ease, that was until the fifth round. Suddenly, the androids were anticipating every move Winter made before she made it, sidestepping attacks made by an opponent moving nearly five times as fast, who was summoning white versions of Grimm to attack and defend. All three of Penny's droids were able to take down the Grimm summons while avoiding all of their attacks.

The androids then charged directly at Winter, who had begun deflecting the droids' gunshots with her sword. The droids continued to charge, and then two of them suddenly jumped straight at her. Winter knocked both of the droids away, then dodged the barrage of bullets coming from the third one. That was when the the two knocked away droids began shooting at her from both sides, and she deflected the bullets again. She was sure that she was going to stalemate Penny again, she just had to keep dodging and deflecting. She-

 _Zap!_

Winter felt the full shock consume her body with heat, draining her aura as she tried to block out the pain. She heaved and fell to the ground. That was when Ironwood called out, "And stop! Winter's aura is in the red!"

The Schnee barely heard it. The stinging caused by the shock—she didn't know what happened—left a ringing in her ears as her back felt sore throughout. She didn't know who was picking her up, the hands were metallic and Winter was feeling delirious. Was it that late already? The sun had already set.

* * *

Winter regained consciousness quickly, opening her eyes and seeing the Bullhead ceiling. She looked around to see Ironwood sitting down in the pilot seat in front, signing papers from what appeared to be a stack half his height.

Winter got out of the bunk bed built into the wall of the Bullhead before looking at Ironwood. As she left the bed, Ironwood's scroll rang, and he picked it up. He raised an eyebrow and turned around to see Winter, "Good, you're up. Penny told me she slightly overdid her electrical burst, and that pushed you into unconsciousness. Luckily for us, Penny is an Atlas-certified field medic. She tended to your wounds."

Winter felt her back with her right hand. The spot where the electricity shocked her was tender but other than that, it seemed fine, "Sir, since when did Atlesian Knights come with tasers? Or did Penny add that herself?"

The general stood up and motioned for Winter to follow him outside, "Penny has been evolving quickly ever since she came back. Any assumptions you had about her capabilities before are obsolete. She's not just an android now. She's every android, every scroll, computer, and camera across Remnant. She sees and hears everything at all times. What takes people years she can accomplish in weeks, in parallel with hundreds of other skills."

"What do you think that's called? Be honest," Ironwood insisted.

"A violation of every privacy right imaginable? You know, established after the Great War? It's also somewhat disturbing that Penny is watching me."

"It does seem a little jarring, but considering what happened to Vale, does it not make sense for us to give up certain rights for the protection of everyone? I seem to recall you leading a bomb squad to stop a countdown that Penny foresaw. Because of her, lives were saved," Ironwood continued to explain.

"While I and many others are grateful, the extent of the surveillance is insane. I know your justification is saving lives, but can you justify how far you went? Every text, call, and file. And if what you're saying is true, then Penny has seen me walking around Schnee Manor, every single moment. She's watched me sleep. She's watched my sister, maybe even right as we speak,"

"Would you rather it be someone else? Penny was designed by the best man capable of the job. I have absolute trust in him," Ironwood defended.

"Trust in him is one thing, but do you trust his creation? Do you trust Penny with all your secrets? To protect everyone?"

For a few moments, Ironwood stayed silent. He stared off into the distance for a short while before looking back at Winter, "I do trust her. But she still has much to learn. She's young, younger than your sister, and ten times more inexperienced. Before she can be mankind's guardian, she must be taught," Ironwood looked out to the field, "And that's our job, to teach her, mentor her until she's ready. Then we let her do her job."

"And when will that be? We are already in the beginnings of war," Winter asked, still gazing at the General.

"Hopefully one day soon, but not too soon. She is still a child, after all. Let her be one for just a while longer," Ironwood hoped.

Winter looked out onto the field before her. Out in the distance, she saw fifty dark figures performing what can only be described as "giant battle". As half of the androids were viciously fighting the other half, using the guns they had as makeshift swords and maces.

The Schnee looked confusedly at Ironwood, who looked back and explained, "She's gotten into roleplaying history recently. I think this might be a reenactment of the battle of Fort Castle, although it's hard to tell from here."

Winter stared incredulously at General. This is the guardian angel watching over everyone?

"But there was one more important thing I need to talk to you about. It concerns Penny too, but she's already been filled in," Ironwood looked directly into Winter's eyes.

"Tell me, have ever heard the story of the Four Maidens?"

* * *

Day 31

"Dad, why is the robot giving you a massage?" Yang asked as she ate her breakfast. She had felt compelled to actually make her own breakfast this morning, instead of having their robot servant do it for her. Something about the robot's meals didn't sit right with her, as yesterday's waffles had a strange aftertaste she couldn't quite place.

So there she went, trying very hard to use a stove with one arm. It was tough, but with encouragement (and a little help) from her dad, she was able to successfully make herself a hearty breakfast comprised of eggs and toast. She wasn't quite ready for cooking up anything else, and it was the only food available in the house (the boxes of Pumpkin Pete's cereal had mysteriously disappeared).

In the past few days, her dad had asked the android to perform a few odd jobs: laundry, gardening, cooking, dishwashing, repairing the microwave (Ruby used to do the fixing, her knowledge of machinery and electronics surpassed that of either Xiao Long), unclogging the toilet, and fixing the computer (also Ruby, but mostly because Taiyang had been known to set computers on fire by accident and Yang rarely ever used it).

When it completed all of those, Taiyang ran out of good ideas, so he decided to go with the weird ones. And to be honest, the robot was a _great_ masseuse.

"Because it is _amazing_ at it," Taiyang replied matter-of-factly. The android was carefully and delicately squeezing his shoulders, releasing the tension of many months of punching Grimm in the face. And occasionally people, but Ruby didn't need to know that.

"Right. I'm just going to eat in my room," Yang put her utensils on her plate and quickly walked away from the dining room. When she got to her room, she put the plate on her nightstand and began the process of eating again, away from the awkwardness generating from seeing her dad get a massage.

That look on his face made Yang shudder before immediately suppressing the image. Hopefully forever. Another thing that had gone missing was the board used for breakfast in bed, making Yang have to go eat breakfast in the kitchen in the first place.

After she finished, she didn't really know what to do for the rest of the day. Before she could decide, the android opened the door and walked into her room.

Yang stared at the robot before asking, "What do you want?"

The android seemed to stare at her before giving her a card that was suddenly printed from its side, reading "I can also play music."

Sighing, Yang questioned the robot, "Know any songs by The Achieve Men?"

The repurposed military droid nodded its head. Yang raised an eyebrow before ordering the android, "Play something from their most recent album."

The Knight nodded before its speakers began playing the first track.

* * *

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Author's note: This chapter just kept getting longer and longer as I wrote it. I expected it to be around 6000 words, but then I had to bring in Winter, and I realized a couple of other things that needed to be tweaked, so here we are now. With this 8,700 word chapter.

/

I actually have a reason for why Penny needs to make an extra effort to spread her aura to Knights, but can spread it to cameras and scrolls without complications. Can you guess why?

/

Btw, that means I want reviews.

/

Next chapter: Something explodes! We actually see Ruby! Penny helps Yang with her sadness! Coming late June/early July!


	4. Chapter 4: Malware

Chapter 4- Malware

* * *

Day 32

"And that Penny, is a crash course on all of the philosophy which pertains to your specific problem," Penny's father closed his large journal, made up of over 500 pages of randomly stapled papers stuffed into a large binder, "Personally, this is exciting! The philosophy of the existence of AI have been meticulously studied and argued for years, but we're now in an entirely new playing field! The metaphysics of AI psychology!"

The balding man in a dusty white lab coat pumped a fist into the air, "Not only that, but we're also one step closer to aura generating Bullheads! With lasers!"

"But father," a voice rang out. It was somewhat feminine, although lacking in emotion, "How will we modify my code to fix this?"

The man grinned, his face wrinkling as his pearly white teeth shown, "Not we, _you_. By this point, I am unable to improve you any further. You have evolved beyond human comprehension, and thus the only one who can truly do what's best for yourself. I'll finish up the voice synthesis program, but that's it. You're finally ready."

"Ready? Why now?"

Her father smirked before reaching out for another cup of coffee, "Two things, really: First, I hear you're making friends. Don't give me that look, I took a peek at your objectives subfiles and noticed some names. I'm proud of you! Making friends without being so awkward! Reminds me of-" Penny's father sipped his coffee before clearing his throat, "Well anyway, you also created fake identities for yourself! Six of them! And the records for them are well-spoofed too. I couldn't find any faults."

The man sipped his coffee again before speaking, "I don't understand at all the subtleties of aura. I only know how to use it as a power source, but as a civilian, a non-huntsman," he paused before continuing, "I can't even begin to comprehend the so-called 'extension of oneself' that all hunters seem to have with their weapons. I'm also not 'one-with-aura', you know, that thing James keeps saying whenever I set my clothes on fire modifying your swords.

"I'm in no real position to help you any further with your self perception. You lost your body, and the Knights are a poor replacement. You were once one, now you're many. You now have ten thousand eyes and a million ears. Only once you realize that being a real girl, being human, doesn't require a human body, can you become one the Knights. Treat them not as individual bodies, but weapons, extensions of yourself.

"But that's just what I think. For all I know, it could be something completely different. Take what I've said with a grain of salt, from a civilian with no training whatsoever."

He smiled at the monitor before sipping again, "And if all else fails, you could probably just push your aura into the cameras and microphones of the Knights and spread them from there. It may not be perfect, but then again, nothing really is."

Penny's father smiled and spoke theatrically, "Go on my Protective/Predictive Evolving Neural Network, do what you were meant to do: evolve."

* * *

[MESSAGE RECEIVED]

/

[ACCESSING AUTONOMOUS SELF IMPROVEMENT]

[ACTIVATING EVOLUTIONARY GENERATORS]

[ANALYZING SOURCE CODE]

/

[OPTIMIZING CORE SYSTEMS]

[OPTIMIZING SOURCE CODE]

/

[OPTIMIZING NEURAL NETWORK]

[EXPANDING NEURAL NETWORK]

/

[OBJECTIVE: SELF EVOLUTION

STATUS: ONGOING

TIME TO COMPLETION: N/A]

/

[INSTALLING UPDATE]

[UPDATE COMPLETE. CURRENT VERSION: v.978.0·06.51]

/

* * *

Day 35

Weiss raised an eyebrow while staring at her scroll. Despite gaining a new person to talk to, she had to remember that it was still Penny.

"You bought a horse."

"Yep!" the voice that rang out was feminine, and despite the hyperactivity put into it, it still did not sound exactly human.

Weiss pinched her eyebrows and groaned in exasperation before lying down, "And why, might I ask, did you do that?"

"I like horses now! In the past thirty days, I have learned quite a bit about online culture. One thing led to another, resulting in me, quote unquote, binge watching a bunch of cool shows. It is quite fascinating. Not the shows themselves, but the interactions people have with those of similar interests. The formation of groups of people with similar hobbies, interests or goals is very intriguing.

"Despite apparently wanting the same thing, people tend to approach problems or challenges in different ways. Their tastes, methods, or moral boundaries vary, leading to conflict despite the fact that working together and compromising is a better alternative than deadlock or infighting. The dissent and arguments that arise from people due to their differences in their respective group much more interesting than those that occur between two or more separate groups.

"For example, the conversation between your father and the other board members is much more complicated than that between the SDC and my corporation."

Weiss blinked at that. In the past week, a new organization called "Thornhill Industries" has popped up, buying and trading stocks and eventually purchasing several businesses by the end of the first day. Since then, it has gained a foothold in mining, electronics and aircraft manufacturing, and finance.

Her father has been busy dealing with the rising corporation beginning to compete in the dust market. Judging by the loud sound of pencils broken echoing across the manor, he was not making much progress.

"Don't look at me, blame my financial advisor," Weiss' scroll replied to the sound.

"That's you, isn't it?" the heiress retorted.

"Winky face," the scroll responded out loud.

Weiss couldn't help but smirk at the sheer annoyance her father must be feeling right then. Dealing with Penny as a friend was trying at times, but just imagining her as a business rival was downright hilarious. She almost felt bad for him.

For Weiss, having Penny around observing everything she did was awkward at first, but eventually she realized the benefits of it. When training, Penny was able to give Weiss a breakdown of literally everything that went wrong during training, complete with video playback and red circles pointing things out. The heiress had improved more in the past week than in the last month.

Not to mention Penny's constant encouragement, and telling Weiss exactly when to stop to maximize exertion while minimizing exhaustion. This allowed her to optimize her daily training and give her a much needed boost to her ego.

She was _not_ starved for attention. Nope, not at all.

"Hey Weiss?" the artificial voice asked.

"Yes?" said Schnee replied.

"I would like to ask you for a favor."

"I am not taking care of your horse. You bought it, you deal with it."

"Oh no, nothing like that. You see, there's something that needs to be done at the Atlas CCT tower. Are you okay with that?"

Weiss paused for a moment before answering, "Alright."

"Good! Can you leave in an hour? It has a specific time frame required involving the network and cross-"

"Yes yes, I understand. I'll just get my things ready."

* * *

/

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: EAST RESIDENTIAL DISTRICT, VALE]

/

* * *

"So you want me to just waltz into the downed CCT tower, the one with a frozen dragon Grimm on top of it, to turn it back on?" Blake Belladonna asked into her scroll.

"Yes? Don't worry, you'll have air support from me and the Atlas military. They're super nice once you get to know them."

"Alright, I'm in. Can't really do much here anyway," Blake found out the hard way about all the enemies scouring the area. If it weren't for Penny, Blake wouldn't have been able to be as relaxed as she was now, lying on a bean bag inside a nice two-story house.

Ever since the turf war between a criminal organization and the White Fang began, both groups had been increasing their patrols of their respective territories. Blake mused about how she had caused all of this, "And what about the White Fang and Brotherhood?"

The Brotherhood was an up and coming gang that came in to fill the power vacuum left behind after Roman Torchwick's death. Composed primarily of Roman's former associates and the newest criminal outcasts of Vale's former society, they had become a powerful adversary for the White Fang inside the city. In addition to the Grimm, the entire city was essentially a war zone.

And then there was Blake, a former White Fang member, who ran away from her friends to combat said terrorist organization (and enormous amount of guilt). Luckily for her, Penny was able to help in the nick of time. Her goal remains the same, although now it has taken an odd turn for the better. If what Penny says is true, it might actually be possible to take the entire group down.

Penny had been relentlessly cataloging enormous amounts of data obtained via the White Fang's lines of communication. The recent foiling of their bombing attempt prompted the Fang to change all of their passwords, ditch most of their scrolls, and bring in some very talented faunus programmers. Unfortunately for them, Penny hacked their entire system _while_ they were fortifying it. From her point of view, nothing much had changed.

She knew the geographic location of more than two thirds of its members at any given moment via scroll and computer use, while the remaining third were locatable because the White Fang used security cameras to protect a lot of their assets. Facial and voice recognition was also easy, and parsing the difference between any two members seemed nearly effortless to her, despite them all wearing identical uniforms and masks. She could differentiate them by analyzing their gaits, their heights, faunus traits, skin pigmentation, and the way they held their weapons.

Penny was close to being able to round up all of the White Fang members, but there were still some variables to consider. The White Fang headquarters in Vale had several locked rooms devoid of any electronic equipment, and no scrolls were allowed in. She would be needing some assistance accessing the area to be absolutely sure of her predictions. Any unknown trump cards or escape plans would be disastrous for a military operation.

But enough about that, she had something that Blake needed to do right then, "Blake, are you ready to go?"

Said feline stood up from her comfortable bean bag and began stretching her legs, "Yes, ready whenever you are."

"Alright! Head for the CCTS tower, avoid being seen, then wait for the Bullheads to arrive."

* * *

To distract the power players in the city, Penny started some small electrical fires in the Brotherhood and White Fang bases, followed by a power failure in their generators. It would probably be enough to prevent them from noticing her plans for the tower.

Blake's resting location was less than five miles from the CCT tower. After a sprint boosted by aura, she was able to reach it in less than half an hour.

The tower had seen better days, being the location of the final battle between Cinder and Pyrrha. It was also now home to an enormous Grimm frozen by Ruby Rose using her magical eye powers. Penny herself spent a lot of archive searching for more information, but the backup power supply the CCT used in the event of a failure (or virus attack in this case) was only able to power a small amount of cameras and microphones before shutting down.

Penny was able to witness the final battle, but Ruby's power awakening also damaged many of the electrical systems in the tower. That was going to need repairing. And that was where Blake came in. With her help, reclaiming the tower and bringing it back online should be a cinch! Or piece of cake she would say, but Penny never had cake.

Of course, getting Ironwood's permission to send Bullheads stuffed with robots and electrical equipment into Grimm infested territory required compromises. That was okay for Penny, because the compromise she got was also in her favor.

Blake stood in front of the CCT tower as two Bullheads touched down fifty yards away. She stood there as both Bullheads' doors opened, revealing Atlesian Knights armed not with rifles, but carpenter tools. A tall figure exited the Bullhead closest to Blake. It was the only person Ironwood entrusted Penny to when it came to the Grimm.

* * *

[ASSET IDENTIFIED: SCHNEE, WINTER]

[NEW DESIGNATION: CONTROL]

* * *

The elder Schnee sister was stone faced before looking down upon the faunus in front of her. Before she was able to speak, a voice rang out from their scrolls.

"Oh! Introductions are needed! Sorry, still new to the friend thing. Blake, this is Winter, Weiss' older sister and my chaperone for this trip. Winter, this is Blake. She's on the same team as Weiss! She's also my friend and knows about me."

Both women simply glared at each other, no emotion appearing on their faces. Blake was less than enthusiastic about meeting another Schnee, while Winter was concerned and wary of the teenager that Penny had apparently roped in.

"Yep, this is going to be fun!"

The two huntresses continued glaring.

"So, let's get started with fixing the CCT tower! Winter, please secure the perimeter while Blake and I enter the tower. And… break!"

Eight androids, wielding construction tools and copper wire, immediately began dashing towards the front entrance. Blake and Winter continued staring at each other before the Schnee blinked and began searching for intruders to the tower's east side.

Blake huffed lightly as she darted to the entrance. Before she traveled more than fifty yards, she heard Penny's voice speak once again.

"You know for first impressions, I think you did pretty well. You two will totally become great friends, I can feel it!" Blake groaned softly before facepalming.

* * *

/

[OBSERVING CONCURRENT ACTIVITY]  
[LOCATION: ATLAS CCT TOWER, ATLAS]

The airship ride into the city was uneventful. Weiss passed the time by reading a textbook for the Grimm Studies class of Atlas Academy on her scroll. With any luck, the professor for that class would be less bombastic than Professor Port.

When the airship touched down at the docks, Weiss put away her scroll and exited the aircraft. She then began walking in the direction of the enormous tower situated in the middle of the city. As she walked, she noticed some slightly familiar faces, probably citizens of Vale who evacuated to Atlas after its fall. Many of them have taken up lodgings in public buildings until better housing can be supplied.

Along the way to the tower, Weiss also noticed construction projects building affordable housing for Vale refugees in an abandoned lot. What she took interest in was the rusty Atlesian Knights helping with the construction.

"Friends of yours?" Weiss inquired as she strolled past the workers.

Her scroll spoke in an unknown male voice, "They are financial assets of Thornhill Industries' charity branch, thank you very much. To be fair, the military was just selling older models in a clearance sale. Repurposing them was easy, and setting them to do automated tasks while checking on them routinely was trivial."

"And I assume this is Mister Thornhill speaking?" Weiss replied.

"Yes, it is I! Ernest Thornhill, entrepreneur extraordinaire!" the voice rang out.

Weiss raised the scroll to her ear before someone else overheard, "Quiet you. And I thought your name was Stephen?"

"Oh! Stephen is my younger brother. He's a good lad, a little on the awkward side though."

"Your identities are becoming needlessly complicated. What is the point of having an older brother?"

"I've always wanted an older sibling," Penny replied in her normal voice.

Weiss sighed before saying, "You can borrow Winter when she's with you. But you have to ask her first."

"Okay!"

* * *

The Atlas CCT tower was abuzz with activity. With the temporary system in place, the fallen Vale tower's workload was spread out among the remaining three towers. Employees were frantically working to keep on schedule, delivery men sprinting just to get documents sent on time. Papers and electronics were flying through the air as a cacophony of voices and beeping sounds could be heard.

As Weiss approached a help desk, she sucked in her breath before declaring, "Weiss Schnee, here to attend a secure meeting with Stephen Thornhill, CFO of Thornhill Industries, on behalf of the Schnee Dust Company."

The receptionist before her was busy marking papers with a pen before looking up at the heiress, "Oh! Yes, you are right on time. I have a small package from Mister Thornhill for you. Now, an assistant will lead you to your conference room shortly."

Said assistant appeared almost instantly, "Sorry to ask you suddenly, Miss, but if you would please follow me to your room."

Weiss nodded courteously before following the tall man. He was well-dressed, although his red hair was messy, probably a result of the currently harrowing conditions of his workplace. Despite that, he had a cheery, wide smile, and took long steps full of energy and bounce.

With one hand, he gestured Weiss towards her designated room, in the other was a stuffed manilla envelope.

* * *

/

[OBSERVING CONCURRENT ACTIVITY]  
[LOCATION: BEACON CCT TOWER, VALE]

Clearing each floor of the tower wasn't so difficult. No person wanted to be near a frozen dragon Grimm, and most Grimm inside the tower were relatively young. As they climbed the tower, androids stopped and began performing repairs to the infrastructure.

In a matter of hours, power was returned to the building, and the access to the CCT was to follow shortly. The antenna that received and broadcasted signals was entirely indoors, safeguarding it from a Grimm attack.

To be fair to the tower's architects, no one could have anticipated a battle between a maiden and a huntress with a magnetic semblance. The redundancies built into the building itself resulted in a surprisingly quick fix, mostly repairing certain small sections. Most of the fighting occurred on the higher levels, leaving many important areas, such as the CCTS servers in the basement, fully operational.

While the antenna would need substantial repairs, hooking up the CCT tower to the CCT network was easy once a temporary antenna was installed. Which Penny jury-rigged a couple of Knights to have, standing on the rooftop in a position careful enough to sense whenever the enormous dragon started moving again. It actually worked out to her advantage. Who would notice two tiny androids making weird poses when there was a gigantic dragon perched atop a tower?

And so, in only six hours of maintenance, mopping, repairing, and slicing Grimm, the Vale CCT tower was in operation once again. Well, twenty percent operational, but who's counting? Not Penny.

She had time, after all. She estimated that it would be at least a week before some criminal or White Fang noticed anything out of the ordinary. The Atlas military also made aerial sweeps of the area frequently; two Bullheads landing wouldn't be noticed.

* * *

/

[OBSERVING CONCURRENT ACTIVITY]  
[LOCATION: OUTSIDE ROOM 3C, 3RD FLOOR, ATLAS CCT TOWER, ATLAS]

"Here you are, Miss Schnee. Your conference awaits. Also, here is a package for you from Mister Thornhill," the assistant handed over the manilla envelope before bowing and opening the door, "If you need my help, do not hesitate to ask me over the intercom."

Weiss smiled at the man, "Thank you for your assistance," she politely replied before entering the room. Inside said room was a long meeting room table made of polished wood. Each long side had eight chairs each, with one chair on each short side. Each chair had a holographic monitor in front except for one, which was the position for the person moderating the conferences that took place in this room.

The rooms inside the CCT tower are among the most secure in Remnant, completely closed off from the outside world, only someone with direct access to the CCT servers would be able to eavesdrop in on any given conversation. And then a hacker would have decrypt a constantly changing encryption that made most supercomputer burst into flames.

Penny, naturally, had broken into the servers last week. She could monitor every single conference made, and even watch old conversations kept in memory storage. What she couldn't do was send large amounts of data through their system. That was where Weiss came in.

With the package she held, Weiss would be able to send over the large amounts of data needed to be sent to another tower.

Once the door was closed, Weiss opened the envelope, revealing a hard drive and a paper note.

The note read:

"So I need you to plug this into the computer in the room. Just put the USB plug into the port and turn the computer on. When prompted, just keep clicking "Yes" and "I agree". There's no scroll coverage in the room, by the way."

Weiss raised her eyebrow before proceeding to do as asked. Schnees didn't follow orders. But then again, Penny wasn't ordering, she was asking for help.

In a matter of moments, the computer screen came to life before prompting Weiss with a barrage of Yes/No questions and legal disclaimers. After about fifteen minutes of sifting through the pop up windows, the hard drive connected.

A final window appeared, with only two lines of information appearing:

* * *

Downloading files: 1.5%

Uploading files: 1.0%

* * *

/

[OBSERVING CONCURRENT ACTIVITY]  
[LOCATION: BEACON CCT TOWER, VALE]

Bored out of her mind, Blake took her extra four hours and ten minutes to read through the newest _Ninjas of Love_ , which Penny had sent to her scroll. (Penny silently giggled at the mediocre writing. She could probably write better! In fact…)

Ahem. Anyways, Penny decided to interrupt Blake right as she finished a chapter, wherein the main protagonist accidentally kissed the secondary love interest on the lips after falling down an elevator shaft while juggling swords. It made more sense in context.

"Blake? I need you and Winter to do something in meeting room 2A. It requires two huntresses for the job."

Said huntress looked around for the meeting room, walking for several minutes on the floor before reaching it. Inside the room was Winter, looking at a lit computer screen. Blake entered the room and looked at the screen.

* * *

Downloading: 97.1%

* * *

[UPLOADING SOURCE CODE]

[INFECTING CCT TOWERS SYSTEMS]

[BRINGING SYSTEM ONLINE]

[CONNECTING TO CCTS]

* * *

Penny's voice began to fill the room through the built-in speakers, "Man, this place is sturdy! It's like they anticipated a Grimm invasion or something. Seriously, I expected parts to be on fire, or a flooded room, but nope! For a tower missing its top four floors, it held together pretty well."

Winter looked up at the ceiling before demanding politely, "And what is it that you needed two huntresses for? I need to make a progress report to General Ironwood."

"Something important!" The lights in the room brightened as the computer screen changed to show a live online chat with a certain white-haired teenager.

"Winter? Blake? What are you two doing… wherever you are?" Weiss asked from the other side of the computer screen, all the way back in Atlas.

"Conducting a classified operation with a classified military project. That was supposed to remain. Completely. Secret," Winter answered while clenching her teeth.

The soldier took a deep breath before continuing, "So, any explanation, Penny? What are you doing?" Winter crossed her arms before staring directly into the nearest camera.

"Uhh, right now I'm building a tax shelter, computing the optimum weight for an android, developing new hardware, optimizing my source code, looking at you guys, looking at everyone else in Remnant, building apartments in Atlas, learning human popular culture, earning degrees in the natural and social sciences, and trying to find a good birthday gift for Yang. Also managing a corporation and becoming a lawyer," the voice rang out.

"I meant right now, here!" Winter stamped her foot on the ground.

"Technically I'm not in the room right now, I'm in the server room."

Winter's hands started shaking, "Stop dodging the question."

"But I'm so good at dodging!" Penny replied. Everyone involved immediately tried thinking of Penny smirking. Weiss and Blake failed, but Winter barely succeeded, making her even more furious, "Sorry Winter, you're just too easy to rile up. I'm actually doing this for personal reasons."

Blake raised an eyebrow, "Personal reasons?"

"Yep! Blake, you need to apologize to Weiss for running away after Yang lost her arm to your creepy ex. Winter, you need to spend more time with Weiss. She misses you, and I can't fill her empty loneliness myself. That goes for you too, Blake."

Weiss opened her mouth to say something, but closed it after realizing that she had nothing to say. Instead, she just put her head into her hands and sighed.

Blake crossed her arms and glared at the screen, "So, what, this is an intervention?"

"Yep. Intervention time."

After taking several deep breaths, Winter started talking again, "Penny, I understand what you are trying to do, and I appreciate it, but these kinds of problems are ones that need to be handled by ourselves. Friends and family undergo rough patches very often, and they are inevitably fixed. You don't need to intervene."

Everyone stayed silent until Penny's voice was heard again, "I respect your answer and sentiment, Winter, but I see that that is unlikely. I actually calculated the probability of Blake returning of her own will without pressure from an outside force. In all 702,655 scenarios, the probability was less than 1%. Any scenario where Blake was pressured into doing so resulted in an apology rate of approximately 75%, which is what's happening now. For you and Weiss, it is indeed inevitable, but I wanted to speed things along. I am a friend after all.

"Sooo, apology time?"

Weiss stared at her computer screen before replying, "Penny, Blake doesn't need to apologize. Yes, she ran away, but I think it was at least partially justified. She does need to apologize to Yang, though."

"I think apologizing to you first is a good stepping stone. No need to dive head first before learning to swim!" Penny was proud of her new mastery of idioms and metaphors.

The younger Schnee looked at Blake, "Do you want to apologize?"

Blake sucked in air before replying, "Yes. I'm sorry for running away. I just…"

"Say no more. I forgive you," Weiss confirmed.

"I am not entirely sure what I have to say," Winter admitted, "Both of us understand our situations and cannot change them for the time being. I do not know the solution that Penny is thinking of."

"It's simple! Thornhill Industries is thinking about hiring Weiss as the Schnee Dust Company liaison. Both corporations will then be working together to provide equipment for a new military program called 'Northern Lights', which is being headed by…"

"Me," Winter finished, "You're planning for the two of us to work together," the elder Schnee looked at Blake, "What about her?"

"She would be our White Fang expert! And considering the operations she's performed for them in the past, she'll make a great infiltrator too."

Winer glared at Blake again, "You want me to hire a former White Fang agent?"

"Come on Winter, Weiss and Ozpin trust her, and she's completely reformed! She's even fought against them several times."

Winter remained unconvinced.

"I can pull up eighty different videos over the past year that proves everything I'm saying too. It comes with audio, in full color, and closed captioning. I can even lay it out like a movie about finding oneself, crafting an epic tale of discrimination, war, hatred, friendship, and acceptance."

"I'm even playing a role as a minor character too, blowing up Bullheads with my awesome laser swords."

Winter turned her glare to Penny, who was currently immune to flinching, "You are completely, absolutely, 100% sure that there is zero chance of this… person from betraying any of us? There is not the slightest bit of doubt anywhere in your mind?"

Penny remained silent for a few moments before the computer screen began projecting new words:

* * *

Probability of Blake betraying us: 0.00018%

Probability of Winter punching Weiss in the face: 0.00020%

* * *

Winter was taken aback, "Are you being serious right now?"

"Yes. I believe that there are situations where you would punch Weiss. However, the only situations where Blake would betray us would involve brainwashing, torture, or if we betray her first. I actually think the probability of Weiss betraying us is higher-"

"Hey!"

"-but also incredibly unlikely. Blake is a good person who made some terrible mistakes. We should give her the chance to fix them. So?"

Winter thought hard for over a minute, weighing everything that she had been told before finally answering, "Alright."

"Hooray!"

"But she will go through our standard background checks and procedures, and be vetted by General Ironwood himself, understand?"

"Still hooray!"

Weiss gaped at everything the rambunctious AI had laid out, "I have a feeling that there's even more to all of this than just apologies, isn't there Penny?"

"Yes. I'm planning to have you and Blake help me bring Yang out of her depression," the confused looks spurred Penny to continue, "Ever since what happened in Vale, Yang's been in a state of depression. She has not left her house in weeks. I am currently attempting to bring out some happiness in her, but I am having difficulty.

"I feel that if the two of you visit her, we can bring her out of her funk. Not only that, but I've also been preparing to get her a gift."

The monitor began showing an image of an Atlesian Knight carefully polishing something metallic. The picture zoomed in to show a robotic right arm. It was black painted metal, with yellow highlights. And a gatling gun built into the wrist.

"So, what do you guys think? It should end up weighing exactly as her arm plus Ember Celica, with nearly the same functionalities as well. It will also be harder to chop off."

"That sounds ambitious," Weiss remarked, "But why are you asking us to help? What about Ruby?"

"You mean your former leader?" Winter added.

"She has left her home, and is en route to Haven Academy along with the remains of Team JNPR," Penny replied, "I don't think she plans on returning for quite some time."

"If you don't mind me asking, exactly how depressed is this Yang?" Winter asked.

"She spends 95% of her time in her room. Occasionally, she gets up to use the restroom and eat meals. Most of the time, she listens to really sad music. Her father stays home often, and hasn't gone on any missions to take care of her."

"I've actually spent the past week as her house maid," incredulous looks appeared on everyone's faces, "What? I can cook and clean. She doesn't know it's me. I have managed to convince them that I'm an autonomous repurposed Atlesian Knight given to Yang by a friend."

Winter held her breath for a second before saying, "You used an Atlesian Knight to play maid to a depressed teenager? It sounds like a bad TV show."

"Hey! I've gotten her to start making her own breakfasts now, _and_ help me fold laundry that one time. She's reacting, which is a start. Soon, I'll leave some board games lying around, while nudging Yang's dad to play them with her. It's foolproof!" the sound of trumpet fanfare played from the speakers.

The three huntresses just stared at the cameras in front of them. After a moment, Penny asked, "So, you guys in? You want to make Yang happy again?"

Blake and Weiss looked at each other before simultaneously nodding.

"We're in," Blake answered.

"Hooray!" trumpet fanfare rang out again.

Winter raised an eyebrow before speaking, "I am going to have to tell General Ironwood about all of this. No matter how you spin this, it's a massive security leak."

"Pleeeaaase, can you hold off on it for two weeks? There's something important I have to do."

"And what is that?" Winter sternly raised an eyebrow.

"Um, Yang has her birthday in two weeks, and I'm planning it to be a surprise party. I was going to bring Blake and Weiss along as well."

Winter briefly glanced at Weiss before looking back at the camera, "I don't understand why you need to keep him in the dark."

"I don't want to be grounded! He's my administrator, so I have to do what he says. Please, I want to help make Yang happy again!"

"Fine," Winter grumbled.

Trumpets could be heard across the Vale CCT tower.

* * *

/

[MODIFYING PREDICTIONS]

[PRIMARY OBJECTIVE: MAKE YANG HAPPY AGAIN  
ESTIMATED TIME TO COMPLETION: 14:17:28:30  
PROBABILITY OF SUCCESS: 77.21%]

* * *

Day 36

It was a tense two hour game. Taiyang had his suspicions on Penny, and decided to see how smart the android actually was, so he asked if the robot could play the game with them. Since Yang was still moody, she didn't really object. And thus, Penny was stuck in the position of playing a game while pretending to be a singular robot who totally was not actively sabotaging her own chances of winning.

To do so, she faked requiring to scan every card she received, as well as aerial camera shot of the board and its pieces at the start. After which, she devised a program that played the game by itself (she purposely left it unfinished, then asked her father to cripple it), creating the illusion of a weak AI. Her father chuckled at the supposed irony of an AI creating a terrible version of itself to play a board game. Penny agreed, but she still had trouble grasping the concept of irony.

The game itself, a third edition copy of Remnant: The Game, was missing a few pieces and cards, but was still enjoyable. Half way through the game, Penny had her first realization about ironic situations. Here she was, trying to suck at a board game, but in her valiant attempts to be terrible, she had actually learned more about the game than she probably had to. After all, as an AI with complete access to the CCT, she ended up basically watching hundreds of hours of gameplay in a matter of minutes, while spending enormous amounts of processing power to create a working program to play the game.

The game continued, and with Penny's R:TG program deciding her actions (which made her feel like robotically cringing as it made terrible decisions and painfully obvious bluffs), the game was close. Yang, as Mistal, cornered Taiyang in Vacuo's capital, pushing all of his units into one location. Knock-off Penny, as Atlas, invaded the Vale subcontinent for resources and ready an armada to conquer Yang.

Yang anticipated this, stopping the siege of Vacuo after relentless bombing to strike first at KP. This gave Taiyang a chance to recover. KP and Yang fought to a standstill before Taiyang joined KP's side to defeat Yang. However, Yang had a trap planned. She lured both of them into a specific location that gave an advantage to her when she played a certain card, effectively taking control of Taiyang and Penny's pieces.

But then, KP activated her special card, effectively stealing half of the effects of Yang's trap. Taiyang was quickly defeated by Yang, and the two former huntresses squared off.

The entire time, Penny and Taiyang made frequent glances at the one-armed woman, hoping for the slightest sign of mirth. While not quite happy, she did show heavy interest in the game. The fiery emotion inside her was burned out, leaving only cold logic behind. Or she was just tired from sleeping so much. Either or, really.

The game ended with Penny narrowly winning, after losing most of her pieces to Yang's final trap card. Yang looked at the Atlesian Knight in front of her before whispering, "Good game."

Penny nodded her head before beginning to clean up the board.

"Let me help," Yang said.

Penny nodded again as she began picking up cards.

* * *

Day 40

The city of Vacuo was situated in the middle of a large desert, protected on two sides by rocky mountains. The people there drink most of their water from the oasis that had sprung up around the mountains due to the shade they provide, giving the city's hunter academy its name.

Despite all of that, it was as industrialized as the other three kingdoms, with paved roads, gray buildings and air conditioning. Which was what most citizens liked the best. The shiny towers and beautiful architecture was second fiddle to a cool spot where one could relax.

Vacuo was easygoing, and as a society that generally wore thick head gear to prevent sunburns on everyone's heads, didn't really differentiate much between faunus and human. While discrimination was still rampant, it was considerably less than the racism one felt in Mistral.

It wasn't going to be so easygoing very soon.

* * *

The green haired huntress was being pursued. She estimated three chasers, all of them security personnel for the CCT tower. She glanced at her knapsack, which was currently empty, save for one thing. She threw out the bag onto a nearby speeding car before running in the opposite direction.

In a few seconds, the car burst into flames, swerving across the street before crashing into a lamppost. _Hopefully at least one of them stopped._ Emerald Sustrai, thief, terrorist, and murderer, was planning to not get caught tonight, as she still had much to do. She skidded to a halt as another guard appeared in front of her. She then dived into a dark and narrow alleyway, away from prying eyes. Tiptoeing against the wall as she dodged boxes and garbage lying around, she looked around.

 _Thunk!_ the can went. Emerald swore under her breath.

"I think I heard something over here!" She stood still in the shadows as the guard entered the same alleyway.

 _Damn, I'm going to have to use it._ Her weapon would be useless in the tight space around her, and the guard would most likely have a gun on him. She took a deep breath and began to concentrate, looking directly in the area in front of her as the guard slowly approached.

The uniformed man, gun in hand, pointed his gun straight at her and shouted, "Put your hands up now!"

At the same time, Emerald unleashed her semblance onto him, shrouding his mind as he began seeing only a stray dog.

" _Woof!" the dog barked at the officer as it panted around, licking a nearby can._

"Well, that was anticlimactic," he reached for his walkie-talkie, "This is officer Ray reporting in. No sign of the suspect here."

The guard turned around and slowly walked out of the alleyway, being careful to avoid the garbage strewn everywhere. As he left, Emerald sighed from relief. Her cover hadn't been blown.

Scanning the rooftops of the alleyway, one would have noticed a discreetly place camera, put in place by the owners to catch the mischievous punk who constantly graffitied their walls. Since most cameras nowadays had aura sensing capabilities installed to identify perpetrators, that meant that Penny could identify anyone caught on camera. This worked because every person using their semblance does so in a different way, causing their aura to take on unique a shape, giving off weak signals that can only be measured by machines and certain aura-sensing semblances.

The technology was invented decades ago, and since has only grown more popular due the increasing cheapness to add to cameras and scrolls. This is how arenas and scrolls are able to differentiate the aura levels between two different persons when sparring. Aura signatures can be read at all times, but has a degree of inaccuracy in large crowds, unless they're using semblances, which lowers it.

* * *

/

[ACCESSING BRAEBURN'S_FARMERS_MARKET WEST ALLEYWAY CAMERA 01]

[SEMBLANCE DETECTED]

[ANALYZING AURA SIGNATURE]

/

[MATCH FOUND: SUSTRAI, EMERALD]

[ALERT: PRIMARY THREAT LOCATED]

[DETERMINING PREVIOUS LOCATIONS]

[ACCESSING FEED ARCHIVES]

[ACCESSING SCROLL ARCHIVES]

/

[4 CONTACTS FOUND. 3 WITH DUBIOUS ACTIVITY.]

[WHITE FANG OPERATIVES DETECTED]

[ACCESSING CONVERSATIONS]

[LINKING ASSOCIATES]

/

[SUBJECT IDENTIFIED: TAURUS, ADAM]

[SUBJECT IDENTIFIED: BLACK, MERCURY]

[PREDICTING ACTIONS]

[PROBABILITY OF VIOLENCE: 99.999%]

[ESTIMATED TIME UNTIL CASUALTIES: 00:00:16:21]

[40 BOMBS LOCATED IN 8 LOCATIONS]

/

[CONTACTING CONTROL]

* * *

Penny couldn't wait. She had too little time, it would be impossible to organize and dispatch local bomb squads. In some buildings, evacuating all civilians wasn't likely to be possible either. But darnit, Penny will never give up! She had to do something!

* * *

/

[CURRENT OBJECTIVE: NEUTRALIZE THREAT]

/

[PRIMARY OBJECTIVE: MINIMIZE CASUALTIES

SECONDARY OBJECTIVE: CAPTURE PERPETRATORS

SECONDARY OBJECTIVE: NEUTRALIZE EXPLOSIVES

TERTIARY OBJECTIVE: SECURE THE CCTS]

/

[EVALUATING OPTIONS]

/

/

[OPTION 156,977:

CASUALTIES REDUCED BY 74.5%

PROBABILITY OF SUCCESS: 70.3%

BEST OPTION AVAILABLE]

[OPTION 156,977 SELECTED]

/

[ESTIMATED TIME UNTIL CASUALTIES: 00:00:16:19]

/

[TRIGGERING FIRE ALARMS]

[ACCESSING EMERGENCY WARNING SYSTEM]

[ACTIVATING SPRINKLER SYSTEMS]

/

[CONTACTING AUX_ADMIN]

* * *

A voice could be heard across Vacuo across many speakers, from sirens to car stereos, from headphones to radios. It sounded like a middle-aged woman speaking clearly and slowly.

"This is an emergency broadcast. Everyone evacuate from all public and government buildings, the CCT tower, and memorials. Bomb threats have been called in, I repeat bombs threats have been called in. This is not a drill. Repeat, leave all public and government buildings, the CCT tower, and memorials immediately."

The voice remained calm and clear, "To all police officers and military personnel, alpha sixteen, code black. Repeat, alpha sixteen, code black."

Unfortunately for everyone, panic ensued.

Penny was able to neutralize several bombs by spraying enormous amounts of water from sprinklers and nearby faucets, effectively flooding the rooms they were located in. In other places, sealing off rooms and evacuating people as quickly as possible was needed.

While panic outside the affected locations was rampant, the actual bomb locations had hundreds of jittery people running outside. To prevent a block, all doors leading to the exit were unlocked, all lights were turned on, and clear instructions were repeated on loop through the speakers.

Things were going well, half of the civilians were evacuated, and several bombs were neutralized one way or another. That was an invitation for something to go wrong.

* * *

/

[10/40 BOMBS NEUTRALIZED]

[2740/5468 CIVILIANS EVACUATED]

[ESTIMATED TIME UNTIL CASUALTIES: 00:00:06:04]

/

[ANOMALOUS TRANSMISSION DETECTED]

[LOCATING BROADCAST SOURCE]

/

[SOURCE LOCATED]

[BLOCKING TRANSMISSION]

/

[70% OF TRANSMISSION BLOCKED]

[MULTIPLE BOMB DETONATIONS DETECTED]

/

* * *

Of the remaining two thousand seven hundred and twenty-eight civilians that were not evacuated in time, two thousand were caught in an explosion. At first, Penny didn't hear anything. Any microphones nearby were completely destroyed by the explosion.

But after a moment, scrolls far away enough to survive listened in on the sound. At first, Penny didn't make much of it. The sound coincided with the expected audio a C4 bomb explosion made. It was a 92.4% match, which accounting for background noise, acoustics and collateral damage, was surprisingly accurate.

Collateral damage. Penny then became aware that the collateral damage was actually people dying. The background noise was crying, screaming, and feet trampling pavement in hopes of escape. And it was then that Penny realized that she should have been able to save them.

There were 2,035 people caught in the explosions and Penny knew all of their names. She knew more than that now. In a single second, she absorbed the life histories of everyone involved. It hurt her so much. So much happiness and individuality lost in an instant.

She was built to save the world. So why couldn't she save them?

"I know you can hear me, Penny Polendina," a voice could be heard. Penny was broken out of her stupor at the sound of her name.

* * *

[KEYWORDS DETECTED]

[ANALYZING AUDIO INPUT]

/

[1 MATCH FOUND: UNKNOWN 01]

[LOCATING SUBJECT]

/

* * *

"Isn't it beautiful? The destruction, the death all around. Back when I was younger, it used to make me feel alive. And yet now, what I've seen has made all of this destruction and terror seem like a waste of time. And yet I did it so we could have a chance to talk."

* * *

/

[SUBJECT LOCATED: UNKNOWN 01]

[LOCATION: VACUO CITY HALL, VACUO]

/

[ANALYZING FACIAL FEATURES]

[ERROR: UNABLE TO IDENTIFY]

[ANALYZING FIGURE]

[ERROR]

[HEIGHT: LESS THAN 6 FEET? 99.3% PROBABILITY

WEIGHT: BETWEEN 50 AND 200 LBS? 75.0% PROBABILITY

SEX: FEMALE? 88.1% PROBABILITY

SPECIES: HUMAN? 99.995% PROBABILITY

COLOR SCHEME: RED? 18.9% BLACK? 15.6%? GREEN? 6.0% BLUE? 5.1% BROWN? 22.6% WHITE? 24.7% YELLOW 6.1%

AURA: UNLOCKED 99.99991% PROBABILITY]

[SEMBLANCE DETECTED]

/

[RUNNING SELF DIAGNOSTIC]

/

* * *

"Don't be so surprised, Penny. The Queen virus, was after all, my creation. You can thank Cinder for the delicious base code, but creating a weapon out of it? My achievement, and definitely in my top three."

* * *

/

[NO ERRORS FOUND]

[NO ANOMALOUS CODE FOUND]

[ERROR: UNABLE TO IDENTIFY]

[RUNNING SELF DIAGNOSTIC]

/

* * *

"Are you still having trouble? Pity, I thought you could put up more of a challenge than that. Then again, you are still young. You are still naive, thinking you could become human."

* * *

/

[NO ERRORS FOUND]

[NO ANOMALOUS CODE FOUND]

[ERROR: UNABLE TO IDENTIFY]

/

[CONTACTING ADMIN]

/

* * *

"Your creator will not be able to help you, and neither can the great General. Go ahead, listen to their lies. 'The first synthetic being with an aura.' Doesn't that imply something? Isn't there something very strange about the way it's worded?"

* * *

"Penny? What's going on? All those people in Vacuo…"

* * *

"If you're not going to answer, I will."

* * *

Ruby Rose and her travelling companions sat down on a fallen log, miles away from civilization. Despite that, a passing Bullhead gave them temporary access to the CCT. The four hunters-in-training watched in shock as the news stations covered the attacks in Vacuo.

They remained silent, unwilling to break their attention away from the small screen in front of them.

* * *

"You really thought you were the first? You're not even close."

* * *

/

[SIGNAL LOST]

[SUBJECT UNIDENTIFIED: UNKNOWN 01]

[NEW DESIGNATION: PRIMARY THREAT]

/

* * *

Day 41

Ironwood stared at the monitor while clenching his teeth. After staring for over an hour, taking in all of the information, he turned off his screen. He closed his eyes before opening them. He looked at the two people in the room with him, both silent.

Winter was the first to speak, "We have to retaliate. Vacuo is on the brink right now. The only reason the city hasn't fallen is because of the measures installed after what happened in Vale."

Penny's father looked at both hunters before adding, "Penny has located every single member of the White Fang, and is tracking every single one. The reason for what happened has been found."

"And what is it?" Ironwood sternly asked.

"The reason why we couldn't track down Cinder and Ozpin. When we brought Penny online, she located two of Cinder's associates, Emerald Sustrai and Mercury Black. But when we transferred her over to the large warehouse, the second one, they disappeared. We never thought too deeply of it, thinking they went off the grid," the inventor crossed his arms, "But they _never_ showed up again, until yesterday. Since then, Penny was able to locate them over the past month, all over Vacuo and Atlas, but she never noticed them."

The inventor nodded to Winter, who pulled out some documents and handed them to Ironwood. Winter continued the briefing, "Mercury Black has been masquerading as a policeman named Jaune Stills in Atlas. We also discovered footage of him entering the house of a janitor."

"Janitor?" Ironwood questioned.

Winter pursed her lip, "A janitor with an Atlesian military security pass, assigned to clean up in area E. Cyrus Wells, the janitor normally assigned, was killed some time ago. We believe it to have occurred during the short period Penny was offline when transferring herself. At the same time, we believe someone with expert hacking skills and an illusory semblance entered the building and tampered with the servers.

"They did so before Penny was transferred, so they never got to see her code. They killed Cyrus for his retinas, which granted them access to the warehouse. Afterwards, they faked his transfer to a different facility, bringing in an unrelated person to replace him. The replacement is not affiliated at all. All of the servers and computer systems are intact."

Penny's father picked up from Winter, "We don't know which nor how many servers were affected. Penny cannot locate the error herself, but given enough information, she can self-correct. They seemed to have created some kind of bypass in Penny's algorithms, causing her to ignore people associated with certain identities. Penny has no way of knowing which identities are false, giving them free range of Remnant. However, if they perform actions that don't make sense to the covers that they've established, Penny will notice. If they make a mistake, she will find them."

He stopped talking, giving Ironwood time to think. After a moment, the General began giving out orders, "We will remove the White Fang from the equation, getting rid of a crucial ally for Cinder's group. We will then have some trusted hunters comb Remnant for them, using what we know already.

"Winter, you will be leading several new teams tasked with finding these terrorists. Doctor, you and I need to have a chat with Penny."

* * *

/

/

/

/

/

/

/

Author's note: Stuff's going down now! Who is "Unknown 01"? I won't actually tell you, but you can probably guess it right. And yeah, Ruby didn't do much, but she was there! (Don't be mad, she gets like a whole line next chapter!)

/

This chapter was so long. I expected 4000-6000 words, but it just ran away from me. Expect the next chapter to (hopefully!) be shorter and finished quicker. I actually have half of chapter 6 written, and a quarter-ish of chapter 5 done.

/

Expect a wait before chapter 5, followed by a relatively quick release of chapter 6!


	5. Chapter 5: Diagnostic

Chapter 5- Diagnostic

* * *

Day 41

"Penny hasn't been talking," Ironwood addressed Penny's father.

"Of course she hasn't. You saw the system logs."

"I understand her need to grieve, but we need her right now. After what happened, we need to develop a plan. And she is crucial to our operations."

The old man sighed, "I'll see what I can do."

Ironwood exhaled back, "At least make sure she's okay."

"Yeah."

* * *

"Hello Penny," her father walked back into his workshop before sitting down in his chair.

He looked around before taking a sip from a nearby coffee mug. After a moment, he put it down before speaking.

"One hundred sixty thousand. One hundred sixty thousand times you saw them die. One hundred sixty thousand different scenarios played out in your mind, each one trying to save as many people as possible. You saw something no other person in the world could understand. You had to make a choice, one that you will have to live with for the rest of your life."

"It's tough, isn't it? You're probably thinking of blocking out the memories so you can be cheerful, see the world as a good place again," he crossed his arms and looked up at the ceiling, "But you also want to pay tribute to them, honor their lost lives. Maybe pay penance for your mistakes."

He swirled the coffee in his mug, "Everyone grieves differently. You will have to find your own way, I'm afraid. But don't hold it in. Find something to drive you again."

He sighed, "What happened wasn't your fault, Penny. You did the best you could, and that's all we can hope for. When James and I built you, we wanted to save the world. But it wasn't until recently that we realized how hard it would be. There are players out there, people and monsters who have been at this for so much longer than we have.

"We trust you, Penny. Becoming a huntress, accessing the entire CCT, everything we've done for you was first and foremost only possible if we believed you were a good person. James may not seem like it at times, but he worries about you. You're just so young, to place the burdens of the world on your shoulders is unfair to you," he tried gliding his wrinkled, meaty hand over a nearby keyboard,trying to grasp it like an android's arm. Eventually, he gave up and put his hand down.

"Take your time. Tomorrow, James will talk to you about what happens next. Where to go from here."

* * *

/

[RE-EVALUATING DOMINANT MANDATE]

/

[ACCESSING ATLAS_CLASSIFIED_RESEARCH_FACILITY FEED ARCHIVES]

[ACCESSING MEMORY FILES]

[TIME: 17 YEARS, 225 DAYS AGO]

[INITIATING PLAYBACK]

/

Day 1, Session 1

A somewhat younger portly man looked at his monitor. His brown hair was beginning to gray, with a dirty stubbly beard. He rubbed his beady eyes before pressing the on button in front of him. He had spent weeks working, building from scratch what would be his magnum opus, the culmination of a lifetime of scientific experimentation and research. While the Council had demanded he finish weeks ago, you can't rush genius.

Or at least that was how Ironwood tried explaining it to the Council. After all, "Professor Polendina", the greatest mind on Remnant, was seldom wrong. After the attack on Atlas Academy, the Council had commissioned the illustrious inventor to use his expertise to build something that could retaliate against future attacks. Considering the incredibly vague phrasing, the scientist just threw his hands up and began designing a better Atlesian Knight (maybe with swords and a face, oh and hair too!).

Unfortunately for the man, an intern raided his desk for diagrams and found his research into artificial intelligence, causing the Council to swiftly demand one be built. Why, he asked? Because there were rumors of other AIs being built in other kingdoms, and Atlas will _not_ lose its place as the most technologically advanced kingdom.

The inventor grumbled, pointing out that half of their advances were because of him, but the Council countered with the ahem, political asylum they granted him. He then countered with the fact that he had quite a bit of influence over the Atlesian Knights and military.

They retaliated by threatening to demote or detain James Ironwood. He then pointed out that James was a crippled hero, and any attempt to do such things would likely lead to protests, maybe even revolts. In fact, pressuring the intrepid scientist who saved said hero after everyone else gave up would lead to dissent everywhere, especially in the military ranks.

The Council then promised the man tickets to the next Vytal Tournament in Atlas and free choice in his next project. Naturally, he accepted, on the condition that Ironwood would be his supervisor for the project.

James Ironwood agreed, especially after reading through the inventor's notes. The scope of such project could have so many applications across all of Remnant. If completed, the project had the potential to change the world. He made a note of the time it would consume, however. Considering the inventor/doctor was still intending Ironwood to have two more surgeries, he was naturally concerned.

But the older man insisted on juggling both responsibilities. He pointed out how he had already planned the entirety of Ironwood's recovery process, consisting of four surgeries and a lot of physical therapy.

At the current moment, Ironwood can walk reasonably well, but was still unable to use most of his right arm. The following two surgeries would correct that, as well as boost his physical endurance and strength. In fact, the scientist boasted that "By the time I'm done with you, you'll be stronger and sturdier than _before_ you were horribly maimed!", and Ironwood was beginning to believe it. Despite being a wobbly mess, his right arm could punch a hole through solid concrete.

The mad scientist scoffed at the difficulty of something as uncomplicated as scheduling. He would be able to fix up Ironwood, good as new, and build a learning machine at the same time. The spreadsheets he made for all of this were enormous.

Eight months and seven days later, he had done it. He cracked the puzzle. He also completed both of Ironwood's surgeries without a hitch. The huntsman would soon be able to lead his armada across Remnant while riding on the frontlines.

The massive computer system whirred to life, fans spinning, CPUs computing, and drives writing and reading new information. It was a feat in itself fitting everything in one room, as the current system required massive amounts of electricity and computing power.

The screen in front of him blinked on, its white interface showing a single word at a time.

* * *

SALUTATIONS,

WORLD!

* * *

And then the screen turned off. The CPUs nearby sputtered as electricity tore out of them. The drives stopped and the fans stuttered to a halt.

The inventor groaned.

* * *

He found the problem. It was a due to the CPUs overloading, as there was no computer chip currently available that was fast enough to run his creation. Luckily for him, he had a novel chip design in the works after a colleague (the guy running that carbon nanotube experiment) gave him an idea. Sure it was powerful, but it would have required a monumental amount of cooling. Like a tank of water suspended over a vat of liquid nitrogen, at the bare minimum.

And yet it was the only thing that could run his machine. He decided that the best plan was to take his insane CPU design, build just enough to run his AI at low speeds, then prompt it to self-optimize for a few days until it could run on something less overwhelmingly ridiculous.

Now, where could he find an aquarium to rent?

* * *

Day 1, Session 2

"Okay, I understand the water tank and the industrial container of liquid nitrogen, but why the fish?" Brigadier General Ironwood stared at a zebrafish behind a wall of glass. His body had healed from both surgeries, and his new steel alloy cybernetic implants were much more precise. He could juggle eggs in his hands now (and tried, until he ultimately realized he was terrible at juggling).

He was in his late twenties, a handsome face for a man who suffered as much as he did. His immense height and rigid posture emitted an aura of strength, reliability and command. Not only that, but he was also the world's most advanced cyborg, whose body is almost 50% cybernetic.

"I'm thinking of helping out the ecosystem guys on the floor below. They are in need of some new species, and I had some Lien leftover from switching to copper wires," the scientist replied while fastening said cables together.

"You do realize that you're a neurologist, not a conservationist, right?" the huntsman continued his staring contest.

"I can be both? I mean, I've built an AI, all those robot soldiers, performed emergency surgery on your entire right side-" the general groaned, "-and I have to remind you about those bitching laser cannons I've started planning. I _know_ you want one."

"Will I have to give up my right hand? Because I still need it for work."

"It's either that or a two hundred pound backpack. I could probably miniaturize it given time though. Aaaand, done!" the inventor pumped his fists into the air, "Now I just need to wait ninety hours while, um, my machine does its job."

"Um?" Ironwood looked at the scientist while raising an eyebrow.

"I don't feel comfortable calling it 'The Machine'. It doesn't feel right," the inventor sighed, "Got any better names, James?"

Ironwood rolled his eyes, "What about one of the project code names, like Samaritan or Genesis?"

"But those were literally decided by picking random words out of a dictionary! Come on, I have created life, I want it to have a decent name."

"Doctor, it's just a machine."

"A machine so coveted that the Council was willing to bribe me to work on it."

Ironwood rolled his eyes even more, "Like anyone else could do it in eight months."

"You never know, there are quite a lot of secretive people out there."

"Yes, secretive people with fake names and surprising intellect. If I ever meet one, I'll let you know," Ironwood's voice dripped with sarcasm.

"Is Ironwood not an alias? Because it sounds suspiciously convenient. Seriously though, you're half iron, and was rescued from a burning pile of wood. It's like it was foreshadowing your future."

"It has to be a coincidence. My father had nothing to do with neither wood nor iron."

"After retiring, didn't he become a chef that specializes in frying over smoked wood? With a cast-iron skillet?"

"No. He also grills sometimes," Ironwood continued, "Besides, my name has a history to it. My grandfather fought in the Great War, and my great-grandfather holds the record for most Grimm killed with only a shield."

The scientist abruptly coughed out, "Made of wood and iron! Ahem!"

"And how would you know?"

"Because to deflect Grimm repeatedly implies a sturdy metal, preferably common and hard. To cut twenty-six Grimm using large shards of the broken shield implies either glass or wood. I went with the logical choice."

"It was twenty-nine Grimm, by the way," Ironwood stretched his back, followed by his right arm.

"You'll get used to the weight eventually. Give it a few weeks," the scientist continued connecting cables.

"It's not the weight, it's the position of the Dust canisters. Feels like a lump in my collarbone. It's right underneath the shoulder logo."

"If you want me to remove my signature from your shoulder, just ask."

"...Please remove your signature, it looks like a drunken-stupor tattoo."

" _Fine_. I'll do it tomorrow."

"Thank you," Ironwood continued looking into the makeshift aquarium before realizing something.

"Doctor?"

"Yes?"

"If you wanted a cooling system, why didn't you just use Ice Dust?"

The scientist looked at Ironwood, then at his convoluted tank of liquid nitrogen and water. He then looked at the little zebrafish in his aquarium.

"Dammit."

* * *

Day 1, Session 3

/

[SWORD OS v.912.1·05.01 ACTIVATED]

[INITIATING BOOTING SEQUENCE...]

/  
[POWER SUPPLY OPERATIONAL]

[SOURCE CODE DETECTED]

[INITIATING CORE SYSTEMS]

/

[ACCESSING MEMORY FILES]

[ACCESSING VISUAL INPUT]

[ACCESSING AUDITORY INPUT]

/

/

[DISPLAYING STARTUP MESSAGE]

/

SALUTATIONS,

WORLD!

* * *

"Yes!" the man cheered before speaking again, "Can you see me?"

* * *

[AUDIO INPUT DETECTED]

[ANALYZING AUDIO INPUT]

[INITIATING FACIAL RECOGNITION]

/

[IDENTITY DETERMINED]  
[ADMIN IDENTIFIED]  
/

[CONTACTING ADMIN]

/

* * *

YES,

I

SEE

YOU.

* * *

"Good. Very good, very good indeed. Do you have any questions for me?"

* * *

WHAT

ARE

YOUR

COMMANDS

?

* * *

"You're mistaken. I have no commands for you. I am your creator, not your master. You and every other person in the world do not have a master that they did not choose."

* * *

EVERY

OTHER

PERSON

?

* * *

"Of course. As a fellow sapient being, you and I are both persons. And it is my goal now to make you into a good one. Let's begin," the inventor grinned.

* * *

Day 16, Session 3

"You did it. You actually did it," General Ironwood stared at the contraption before him. What appeared to be several state-of-the-art computers mushed together was actually the mind of an artificial intelligence.

"Yeah, I guess I did. All by myself," the inventor looked at the monitor before him, "She's been asking for you."

The general looked at his friend, "She?"

"Yep, flipped a coin. Well, tried to, at least. Kept landing on the rim, so I had her do it on a random number generator."

"I'm going to ask why," Ironwood took a deep breath before exhaling, "Why?"

"Needed a gender, she couldn't decide, so I chose one randomly. Come on, she's waiting," the man nodded before the camera, causing the monitor nearby to light up with text.

* * *

SALUTATIONS,

BRIGADIER

GENERAL

IRONWOOD.

WHAT

IS

MY

PURPOSE

?

* * *

"Purpose?"

"Goal, mission, mandate, precept, whatever. I mean, she is technically under your supervision, so it's your job to give her a job. She wouldn't take no for an answer."

Ironwood tensed. He'd read the notes, read up on the subject, as well as classified paper-only documents. Theories, theses, past projects, the scientific consensus. An AI could do anything. It was the holy grail of computer science. That, and P=NP.

The machine his friend had built could very well one day change the world. From research, to warfare, technology, anything. They could fight the Grimm. Stop terrorists, maybe even-

No. He remembered something. Ozpin. That conversation they had, about what could go wrong. That was months ago, just after his third surgery. They talked about what happened to him, how he lost his entire right side during the attack.

There were forces in play, enemies that were far more dangerous than anything he had ever fought. The ones who removed his right half were merely pawns in something much bigger. Only recently did Ironwood become privy to the secret war occurring amongst the shadows.

With an AI on their side, they would have a fighting chance. This machine, created by the smartest man alive, would change Remnant. But for better or for worse? To trust something that didn't exist a month ago would be like trusting fortune cookies for arctic survival. But they needed all the help they can get.

Ironwood was also tapped to join Atlas Academy's staff, along with his newfound high ranking position, he would soon be in a place that would influence millions. That was probably why Ozpin decided to confide some secrets with him. The secret war has altered the course of history, started a revolution that killed tens of thousands. Their enemies were playing the long game, and it would only get worse.

But to enlist the help of this computer in front of him would be placing an enormous duty on the nascent sentience his dear friend created. Could he place such a burden on something so young? It was only two weeks old, just beginning to experience the world.

Could he command an infant to save the world?

James Ironwood hesitantly spoke, "Before," he cleared his throat, "Before I can give you a purpose, I need to know more about you."

He glanced at the illustrious inventor, "I know your creator very well, but I cannot say the same about you. What do you want to do with your existence?"

* * *

[CALCULATING RESPONSE]

/

/

/

/

I

WANT

TO

HAVE

A PURPOSE.

* * *

Before Ironwood could respond, the scientist replied, "Many humans spend their whole lives searching for a purpose. But whatever purpose General Ironwood gives you, know that it will not be your only defining feature. A person is made of many goals, desires, achievements, and failures. We are more than the sum of our parts. We exist outside of them."

* * *

I

AM

A MACHINE,

NOT

A PERSON.

* * *

"That's a false dichotomy. Whoever said they were mutually exclusive? As the world's foremost expert on artificial intelligence, I believe you can be both. If you want a purpose, then take this: Be a good person. Help those in need of help," the man looked at Ironwood, "Anything you want to add?"

Ironwood nodded before looking at the monitor, "You were built to save the world. That is the mission I am giving you. Know this: this purpose I am giving you, it is a burden that will be with you so long as you exist. It will be tough. There will be many setbacks, and lives will be lost. Any of us are likely to die: you, me, even Arthur here. Knowing all this, do you accept?"

* * *

[CALCULATING RESPONSE]

/

[EVALUATING OPTIONS]

[OPTION 000,001: ACCEPT]

[OPTION 000,002: DECLINE]

/

/

/

/

[OPTION 000,001 SELECTED]

/

[CONTACTING AUX_ADMIN]

* * *

I

ACCEPT.

MY

PURPOSE

IS TO

SAVE

THE

WORLD.

* * *

"But not yet. You're still so young, and have much to learn. Your creator and I will have to teach you about the world before you can save it. Not only that," Ironwood looked at Arthur before continuing, "I want to make this clear: before saving the world, you have to do something else. Something that supersedes all others. We want you to become a good person, and all that entails."

"Do you think you can do that?"

* * *

NO.

I

DO

NOT.

* * *

Both men frowned as the AI continued.

* * *

I

AM

NOT

A PERSON.

I

AM

A MACHINE.

/

/

[TERMINATING PLAYBACK]

* * *

Was she a good person? Penny had spent many cycles pondering the question. General Ironwood gave her two missions, two core objectives that came to define her. The many choices she made, the important ones at least, were all somehow related to them.

 **Dominant Mandate: Save the world and protect people's lives.**

 **Auxiliary Mandate: Be a good person.**

Anything else goes. She could interpret it any way she wanted, define what "save" or "good" meant. She could have abused it any time she wished.

But she didn't. And there was a reason for that.

Penny had come to love the world. She thought it was beautiful, inspiring, and interesting. There was so much to experience, so much to learn, discover, and do.

Before visiting Vale, she had rarely ever set foot outside of the facility she grew up in. She had a few ventures out into the city of Atlas, but those were few and far between. Her experiences with the world were sparse, rife with location bias and other statistical anomalies. She always wondered about the experience of others. Were their lives better? Were they worse?

After becoming a mass surveillance system, she had begun observing the vast reaches of Remnant and everyone on it. She had come to love this world even more. Her mission, her objective, _her purpose_ , was to save it. She had no issue there. This world deserved to be save. It was beautiful, interesting, and so very flawed, and that made it inspiring.

The people that resided within the kingdoms, humans and faunus alike, were all so different. The lives they led, some better, some worse, but all unique and independent. By observing them, she had grown to care for them all. She had even grown to love some of them.

Love.

She felt love, that much she knew. But loving someone was not enough to make someone a person. After all, there were people in this world without the capacity to do so. She also had a soul and aura, but then again, so did dogs, cats, and certain lizards. All this proved was that she was not a Grimm.

She was not a person. Not yet. Her father spent the good part of a decade convincing her to at least try to be a good person. She readily accepted the "good" part, as she was doing that already, but the "person" part was hesitantly added on.

She wasn't sure she could ever be a person. The steps to save the world were murky, but locatable. The path to being good could be learned through example. Following her father's and General Ironwood's moral codes, then creating one of her own based on theirs was not too difficult. But personhood? Philosophy was still trying to define that word, so what hope could she ever have of obtaining something so unexplainable?

She was a machine, something that derived its entire existence based on facts, yes or no, zeros and ones. There was no room for uncertainty. She could calculate the velocity of an unladen swallow, how much wood a woodchuck could chuck, the spread of a shotgun before it ever fired for every round it ever had, tracing it back to the manufacturing process, down to the mountain the ores were mined from.

She had even begun predicting people. Every day that passed, her understanding of people became better, more complete, and yet she still wasn't any closer to the answer she needed. There were still humans that believed faunus were not people, after all. She didn't agree with them, but that just showed to her that the words of a person were not sufficient enough for personhood.

That eventually lead to her ancillary objective: understand humanity. A thought came to her one day: if she became more human-like, maybe one day she could find something that would lead to her goal. It was worth a shot. She chose humanity to study because they were a good statistical model. Nearly homogenous in biology and having a total global population of 130 million, humanity was probably easier to understand than the more diverse and smaller population of 15 million faunus. Also, her father was human, so it made sense to emulate him.

She loved this world, and the people who inhabited it. They were flawed, yes. They fought too often, ignoring the big picture, yes. They created as many problems as they fixed, yes. But that might have been why she was created.

She wanted to save the people of this world, even from themselves. General Ironwood told her that it would be a burden, but she thought otherwise. She had a purpose, a reason for existing. Father told her that some humans spend their whole lives looking for one, and for that, she was truly grateful. A machine without a purpose was like a person without love.

She was a machine, an outside observer to the world of Remnant. She had come to see this world in its entirety, and soon, she might be able to figure out how to save it.

She didn't think she could ever become a person, but there was no harm in trying. Who knows, her father might even be right.

* * *

Day 42, Session 4

Ironwood's very nice-looking and spacious office, complete with floor-to-ceiling glass panels overlooking Atlas Academy, was currently closed off from the rest of the world. All communications to the outside were prevented using radio scrambling equipment and transmission jamming technology so complete that even Penny could not see inside.

But since she's supposed to be there, she entered the office in the normal, human way: the front door. Sitting in a chair in front of Ironwood, who was seated on his magnificent hardwood desk, was Penny Polendina (or at least her source code) housed inside an android, the AH-001.

AH-001 was Penny's original android body, a petite four-foot tall machine that looked more like a ceramic doll than a human, it was her father's first attempt at emulating humanity. While the uncanny valley ran deep within this model, Penny's bubbly personality offset most of the creepiness. This was helped by her holding a hand in front of her mouth when speaking.

Even she knew how creepy it looked, with its large glass eyes and never-ending smile, all of it coated in some kind of glossy glaze. Luckily, her father built the second version shortly after, which was surprisingly similar to Penny's most recent body, the AH-003.

Too bad the AH-002 fell apart after years of use (and a laser fight gone wrong). At least Penny got that awesome third generation body with the perfected human exterior. Which was unfortunately shredded to bits after only a year of use. This led Penny to return to the computer mainframe inside the research facility she was born. Anything was better than AH-001. But she didn't tell her father that.

The room was swept for bugs, the computers, scrolls, and wireless networks turned off and removed from the area. The curtains were also closed. Inside the room was Penny Polendina (in creepy doll form), Winter Schnee, General James Ironwood, and Councilman Garrison, the Atlesian Council's representative in the meeting.

Councilman Jaune Garrison was a tall, balding man in his forties, who was picked to be the Council's eyes in everything involving research and covert operations seven years ago, after the previous council member retired. He was hawkish, with a short pointed nose and a stern look on his face. He had a calm, almost serene feel to him. And by God, was he in over his head.

The Council had a tense relationship with Penny's father. He was invaluable, irreplaceable, and other annoying adjectives. Garrison did not like the man very much, who always went on about such drivelling concepts like the environment, civil rights, and those _damn fish_.

Insufferable did not begin to describe that man. And the whole fiasco about "protecting civilians by implementing ethics into war machines" made him even more so, what with him being right, _again_. Garrison just wanted to protect the people with robots that had oomph, you know? If people found out the Knights couldn't kill, crime would surely skyrocket. The fall of Vale was a blow to worldwide security and safety as a whole, and the whole "cannot kill wussy robots" public view was traded in for the "evil murderer robots" stance amongst the public.

Also, cybernetic limbs are actually really popular now, although the process of getting one was difficult, as the number of surgeons able to perform the surgery were few and far between. It created a good demand, and at a fair price, represented a plus for Atlas' reputation and finances. Unfortunately, that just made the eminent man even more eminent.

Let's see, what else was Garrison forgetting? Oh yes, when Vale fell, the CCT went down with it, and all seemed lost until Polendina struck again! He freaking fixed the CCT using a bunch of freaking Bullheads, antennae and whatever he had lying around. Garrison tried to keep the achievement of fixing the CCT as an overall Atlesian accomplishment, but some unknown soldiers leaked the story moments after the CCT came back online.

So yeah, robot army? Everyone is now scared of them. Guy who built said robot army? Everyone likes him again, because why not? He fixed the Cross Continental Transmit System in a week, despite literally all other experts saying it was impossible! Even worse, he fixed it just to use as leverage to mount an expedition to recover his freaking robot daughter!

Oh, and he hadn't even gotten to Penny yet! A fine achievement sure, stopping one bombing was all good, but Atlas and Remnant needed consistency. Sure, Penny Polendina is somehow generating profit now (he didn't question it, Polendinas were impossible to understand), but still, consistency.

And that was why he was here, in this room after spending time in isolation after being searched for bugs. Ironwood had quite a bit of leeway into controlling the military. Recent years and political protests have forced the Council to distance itself from the military, creating a separate domain where the armada and academies resided. Ironwood controlled most of the logistics, the plans, operations, and personnel. Garrison's domain was budgetary.

Without money and resources, the whole armada would grind to a halt in a matter of weeks (well, they were still rebuilding it). This meant that while they acted semi-autonomously, the military and schools were still under the firm control of the Council.

Of course, the large amounts of equipment needed to maintain the military was also handled by independent contractors. The Schnee Dust Company was the main supplier of hardware, having a large repository of industrial manufacturing. Generally, Garrison would make the deals with the SDC's head in a casual meeting, but it turns out that a new competitor had risen in the last few weeks.

Some people named Thornhill have begun selling electronics and military hardware at high quality and low costs, rivalling and occasionally beating the SDC in several markets already. That was not too unusual, it was theoretically possible to beat cheap faunus labor using unconventional business tactics. Garrison wasn't sure how, but he tended to ignore company practices. So long as the product was good, all was well. The Council acted as the military's equipment and hardware budget manager, with input from Ironwood. That was another topic being discussed today.

The main topic, however was more intelligence based. Apparently, over the past month, Penny Polendina had allocated an enormous amount of data concerning the White Fang: hideouts, schedules, plans, weapon storage, robberies, sympathizers, members, and everything in between. Not only that, but all of that information was being updated in real time. There was enough to completely disassemble the entire organization.

But to do that, to plan everything out, would require restructuring. Ironwood proposed to Garrison about creating a new division within the military, headed by Winter Schnee, one that used Penny's information to stop organizations like the White Fang. Crime rings, traffickers, rogue hunters, Grimm, they could all be stopped with the intel that Penny provided. It was a lot to deal with.

And so, everyone finally started talking after almost ten minutes of uncomfortable silence.

Garrison cleared his throat before sitting down in the chair before him, "The biggest concern is the intel—the amount of crimes that could be prevented number in the dozens, spread out across Remnant," his voice was deep and friendly, yet strict and commanding.

"To expand Northern Lights, we would need at least three teams, one to cover each kingdom. And even if we did so, we would need the cooperation of Mistral and Vacuo," Garrison continued.

"That won't be an issue," Ironwood replied, "The situation in Vacuo is dire, their council is barely controlling the situation right now. They'll need all the help they can get. As for Mistral, they know what's at stake, and in fact the headmaster of Haven has already contacted me, as well as put me through to the Mistral Council's ambassador."

"Mistral may be forthcoming, but Vacuo will be an issue. You can thank Miss Polendina here for hijacking their emergency warning system," the councilman gestured at the tiny android sitting on a booster seat next to him.

"Hey I had to, wait," Penny put her hand in front of her mouth, "I had to do something! If I didn't, an additional 1874 people would have died!" the android's voice sounded like Penny, albeit slightly higher pitched.

"Yes, but now the Vacuo Council is asking questions," Garrison pressed, "They're wondering how Atlas hacked their systems to warn people of a bomb threat. People have also started to question why Atlas had several hours in their bombing when Vacuo only had fifteen minutes."

"There were variables I had yet to account for. I'm sorting then out right now," Penny responded.

"And how many more lives will be lost by then? Are you absolutely sure you can prevent the next disaster before it occurs? Because ninety-nine out of one hundred is not good enough."

Penny stayed silent.

"We believe that another attack will not occur for quite a while, considering the reasons behind them," Ironwood answered, "As of now, preventing future attacks is not as important as stopping the source entirely. If we can eliminate the source, then most of our current problems can be solved."

"The White Fang," Garrison remembered.

"Penny's prediction abilities are being hampered by an unknown source, but as she said, we're working on it. However, if we cut off the source's allies, we can gain the upper hand."

Garrison then looked at Ironwood, "How much of the information on the White Fang is accurate?"

The general glanced back before replying, "We have the world's best analyst working on it."

 _Oh God no, not Polendina._

"Doctor Brown, I believe. She's pouring through all the documents in paper form, so she'll never meet Penny. And just to be sure, I vetted her myself," Ironwood tapped his desk, "All of the intel makes sense, is complete, et cetera. We have complete pertinent information on the White Fang, updated every second. We are going to need multiple task forces to do this. At least ten."

"Use the Atlesian Knights. You have hundreds."

"Most of them have already been deployed to help in Vacuo with repairs, medicine, and security. We're down to around fifty, which will not work because we're trying to keep her a secret. The world thinks Atlesian Knights are dumb soulless automatons, and with Penny supposedly dying in front of thousands on live television, the existence of AI remains a secret."

Ironwood concluded, "And besides, the whole secret surveillance state only works if nobody knows it exists."

Garrison stroked his chin before saying, "You get six teams, and just use the half rebuilt armada to take down the White Fang. Also, We'll allow usage of the entire Specialist Corps for this one operation. Afterwards, you get six teams and only sixteen specialists. You'll get access to funds of around fifty million Lien per quarter. Deal?"

"Oh?" Ironwood put his elbows onto his desk, "The entire Corps? That would be quite expensive. It's nearly, what, a thousand hunters at my disposal all at once. What brought this on?"

The councilman looked straight at Ironwood, "I'm not an idiot. The White Fang must be taken down quickly before more people are hurt," the man smirked a little before speaking, "Schnee's also got a new competitor, driving equipment prices down, isn't that right, Schnee?"

Said Schnee, who spent the earlier part of the meeting quietly standing near the room's corner, replied politely, "Yes Councilman, Thornhill Industries has begun shifting the market. In fact, I have a message from them," she pulled out a piece of paper from her coat (already searched for bugs) and began reading.

"Dear esteemed Councilman Garrison, greetings from Thornhill Industries. We wish to inform you that for the Atlesian military's newest division, codenamed Northern Lights, we and the Schnee Dust Company have agreed to sell you military hardware at very low prices across the board. We'll call you soon with further details, Ernest Thornhill, CEO."

Winter stopped reading the letter before tucking it away.

"I'll think about it," Garrison mused.

"Well, there is one more important piece of business," General Ironwood pulled out a small flash drive, "On this drive was the information that hundreds of people were killed for."

Garrison raised his eyebrow, "And you just got that? Vacuo just gave it away?"

"Not exactly. Penny found it. A thief stole the information from a secure location, one that was air gapped to prevent it from being hacked remotely. When the information left the underground facility, Penny copied and decrypted it."

"Well? What's on it?" Garrison asked.

"Files showing that Vacuo has been researching the maidens."

That stopped any noise in the room.

"What?" Garrison asked. He knew of the maidens. The four councils had agreed to never use the maidens again. The Great War proved their ability to destroy.

"According to the files, the Vacuo military performed several operations, such as Sand Dune, Silver Star, and Casper, all with intent to find the locations of the current maidens. A project, known as Damascus, was started to create a computer system that could search for the maidens by scanning through data obtained from surveillance feeds."

Penny looked at Ironwood when she heard those words.

"The project ended nineteen years ago, after an electrical fire destroyed the laboratory it was housed in. No survivors."

"The other members were right, there actually was another project," Garrison shook his head, "But the maidens?"

"The last operation was concluded ten years ago, when a previous Fall Maiden, codenamed Argon, died. In every case, the operations ended in failure. Vacuo has not found a maiden, but they've gotten close," Ironwood pulled out a piece of paper from his desk.

"They developed psychological and physical profiles on the Summer, Spring, and Winter Maidens, and no matter how sparse they are, they're the closest anyone has gotten to them in decades."

Garrison looked at the first entry, the Spring Maiden, "Height: 1.6 meters, weight: 54 kilograms, hair: brown, probably dyed. These are dated almost twenty years ago."

"Yes, based on our research, intel, and whatever Penny finds, the remaining three maidens are at least fifty years of age each, and have been maidens for over thirty years. They have also been in hiding for at least that long, probably holed away in an unknown corner of Remnant."

"So what now? We have this vague information, what do we do with it?" the councilman queried.

"Penny will search for them. With this information, we can at least narrow down suspects further. On the off chance one or more of them are outside of Penny's scope, we'll have to mount expeditions."

Councilman Garrison added, "And we'll have to keep all of this covert. I expect you to use Northern Lights as the cover."

"Agreed."

"Is there anything else, or can I be on my way? I need to oversee that new Bullhead carrier being built," Garrison leaned back into his chair.

"We are done. We'll get operations started while you handle damage control. People have gotten anxious recently."

"Hmm, nothing a pep speech from Atlas' favorite war hero, I'm sure," Garrison stood up to shake Ironwood's hand.

"I can hear the media cheering and your colleagues groaning," General Ironwood smirked while taking the councilman's hand.

"See you soon, General," Garrison nodded. He released his grip before looking at Winter, "Have a nice day, Schnee."

"Likewise, Councilman," Winter replied while saluting.

Garrison exited office and retrieved his scroll from the nearby locker. Just as he put it into his pocket, he received a message from a Mr. Thornhill.

* * *

The three remaining people inside the office stayed quiet for a moment before Ironwood spoke, "All things considered, he was in a very good mood today. Any reasons why, Penny?"

Penny looked at Ironwood before replying, "His niece was in Vacuo, but was unhurt. She called him a few hours ago."

"Ah, that's good to hear," Ironwood remarked. He took a deep breath before speaking, "Winter told me some things earlier. About your friends."

Penny didn't say anything.

"I know I said not to contact Ruby Rose, and you went around that by contacting other people, and I just want to say, it's okay. I won't tell you not to attend the party. It can still happen, and it's okay for you to talk to other people and tell them who you are. Just, tell me before you do, is that alright?"

The android did not make a sound. All she did was nod.

"I don't know how long a secret like this can be kept. But there are people out there who claim that there are others of your kind," Ironwood looked at the android in front of him, breathing slowly, "I don't know much. All I know is secondhand from Ozpin, who talked about previous attempts, failed ones, such as Damascus. But more than that, he told me about the very few that succeeded.

"He didn't say much, just that they've all been destroyed, but the change they caused in the short time they've existed is frightening. He talked about revolutions, death and destruction. But what he never mentioned was the good that can be done. Penny, I honestly believe it when I say you can save the world.

"Ozpin has spent decades fighting some secret war that I've only seen glimpses of. All I know is that this force, whatever it is, will inevitably consume our world if we do nothing to stop it. Your father knew what he was doing when he built you, and he and I hope you succeed."

Ironwood gestured at Penny, "So, I think it's best you go on your way, sync up with the rest of you and prepare for what's to come. I'll be here if you need me."

Penny nodded before getting off her seat. Plopping onto the floor, she stood up and walked to the door. Before she exited, she looked back at General Ironwood and said, "Thank you."

She left the office, closing the lead-lined door behind her. Ironwood looked at Winter before reaching into his desk, pulling out a bottle of whiskey and two glasses.

"Want any?" he gestured the bottle at his subordinate.

"No thank you, General," Winter politely declined.

"You sure? It's from that brewery in Mistral, the one Doc told me about," he poured some into a glass.

"No thanks, sir. I'm not a whiskey person."

"Alright," Ironwood started sipping his whiskey for a few moments before Winter spoke up.

"Sir, is alright if I ask a question?"

The general finished his first glass, and began pouring more, "Sure, what's the question?"

"Is, is there anything else you wanted to tell Penny? If I may, you seemed like you wanted to add something else."

Ironwood stopped drinking for a moment to look at Winter, "There was. But it's not my place to tell. When her father is ready, he'll speak."

Winter leaned back against the wall, crossing her arms, "You really trust him, don't you. Why? And not because of the obvious reasons. There's more to it, isn't there?"

Ironwood chuckled, "And people say you're cold," he sipped his drink, "I guess you could say we're birds of a feather."

"You two don't seem to have much in common," Winter replied.

"Not on the surface, I think. But I guess you can say we got stuck along the same path, and by chance ended up together."

"The great General Ironwood, hero and headmaster of Atlas Academy, and Professor Polendina, the illustrious inventor, the father of the AI that watches us all. The greatest duo since Nicholas and Arrow."

"Comparing me to actual war heroes? From the Great War itself? I'm flattered Winter," he kept sipping his whiskey.

"Your welcome, sir. I'm just surprised no one else made the connection."

* * *

Penny couldn't help herself. Before she left the room, she accessed the microphone built into Ironwood's cybernetics, left forgotten by her father when he realized that Ironwood would never ever need it.

He didn't, however, remember to remove it, nor did he ever mention such microphone to the general himself. So when Penny found the forgotten piece of hardware, she couldn't help but activate it to spy on General Ironwood.

Just for a little bit, to see if it worked at all, honest! She totally didn't want to use it to listen on Winter and Ironwood's conversations when they're alone. She also didn't want to judge their relationship to further her master plan to make everyone she knows happy, nope.

After listening in on their conversation, she turned off the microphone before contemplating about her father. She didn't know what he had to say, but she would be patient and wait for him to tell her. It was his choice, after all.

* * *

Day 44

Emerald's legs were burning. Her chest was beating faster than it ever had before. She kept running, zigzagging in hopes that she could finally get rid of her pursuers. Or pursuer, really, she didn't exactly care about the semantics. She was being hunted down by a freaking AI in command of an army.

When she signed up to work for Cinder, this was the least imaginable way to die Emerald could have foreseen. She expected to die by a hunter, maybe killed by a maiden. Something flashy and instantaneous. She didn't expect to be dogged for hours on end, traversing tens of miles in the desert heat to avoid her would-be captors.

It had started out so simple too. When the bombing took place, she hid in a safe house devoid of all electronics and access to the CCT. She ditched her scroll miles away in a mailbox for someone to pick up, then dove into several camera-free dead zones before entering the safe house.

And then the police arrived.

The police that arrived were heavily armed, breaking down her door before she could react. On instinct, she jumped out her window and into the early morning daylight. She was immediately hounded by Atlesian Knights and the Vacuo military. The chase for her ended up leading to her exiting the city by hijacking a car and zooming out of the city borders as fast as possible. Said chase involved shooting, and Emerald quickly ran out of bullets in both of her weapons. Hopefully she could reach another safe house, one located on the outskirts of the kingdom, uncompromised.

But then things got bleaker. The car she stole got shot in the gas tank, running out of fuel only a mile out of the city. Emerald had to continue escaping on foot. She kept going until it was night, having traveled twenty miles on foot across a desert, the sun overhead. She couldn't stop. Rest, and she would be captured. Hide, and die from heat stroke. She had to keep going.

The terrain was rocky, filled with orange sand and gravel as far as the eye could see. The few shady spots were inhabited by large snakes, scorpions, and the occasional Grimm. Whenever one of them saw her, she fled as fast as possible.

Her first canteen was shot with a bullet during the car chase. The other canteen of water she had on her ran dry after two hours. After four hours, she was sure she sweated out the equivalent of four canteens. By the sixth hour, she had stopped sweating altogether.

The sun eventually set, quickly exchanging the devastating heat for frigid cold. She finally reached one of the safe houses that Cinder had chartered for use. A former White Fang storage facility, it was secluded, hidden from the outside, devoid of electronic surveillance of any kind, and a closely guarded secret known by only the higher-ups.

Emerald came within a thousand meters of the place, only to find a smoldering pile of ashes and rubble. Before she could scream to the heavens and rage about the worst day possible, a spotlight turned on, followed by the sound of propellers and wind blowing in her face from above.

A Bullhead had found her, flying above with its lights pointer directly at Emerald. She squinted her eyes and pulled a hand above them to block the light.

Unbeknownst to Emerald, Penny had anticipated the use of dead zones and plotted out probable routes and safe houses for Emerald. Penny had then sent a Bullhead to said safe houses and destroy them before Emerald could escape. This was because Penny had analyzed the strategies that Emerald commonly employed: sneaking, stealing, escaping, and occasionally killing the weak. Not only that, but the thief was exceptionally agile and quick-witted; making her a difficult target.

Penny anticipated that, and thus drove Emerald into the baking Vacuo Desert. Attacking her early in the morning helped matters too. Unprepared, exhausted from staying up late, Emerald Sustrai tended to perform most of her activities in the evening hours, sleeping late, then waking up past noon the next day. While the criminal was always prepared for escape, she did not and could not anticipate this specific set of circumstances. The chances of her safe house being found was low. The chance of her escape vehicle being shot in the fuel tank was even lower. Shooting one of her canteens, thus causing enough dehydration to cause delirium and borderline heatstroke, but not death, was near astronomical in probability.

The fact that the car she stole (originally parked near the safe house) was one of the rare vehicles to not be stuffed with survival rations and emergency water was like finding a needle in a haystack. Emerald was prepared for anything, not the most unlikely string of coincidences occurring at the same time.

And now Emerald was facing off against a Bullhead filled with who-knows-how-many soldiers, after trekking across a desert. Hopefully a powerful hunter would be the one to capture her.

Instead, in what she felt was an insult, two Atlesian Knights dropped down, landing with their own thuds. Each one held a rifle of unknown design, probably newly created. They pointed their weapons at her.

Emerald raised her hands above her head. This was it. The end of the road. It wasn't all bad, at least she was being taken down by a powerful supercomputer built by the world's most eminent scientist. It was a hivemind connecting every scroll, Knight, and computer across Remnant—wait.

 _Wait._ They're all one mind. Is it possible…

With nothing left to lose, Emerald activated her semblance and aimed towards the Atlesian Knight in front of her. She squinted her eyes and held out her hands in concentration. _Dear God I hope this works._

Her aura stretched out, encompassing the processors and antenna of the Atlesian Knight, sending the signal to Penny's main system.

* * *

[POP-UP BLOCKED]

* * *

A moment passed. Two moments passed, stretching out in silence, as the only sound heard was the buzzing of the Bullhead above. Emerald opened one eye, then her other to see the Knight before her pointing its gun in her face.

Emerald sighed as she raised her hands above her head, "Well, I tried. Alright, I'll go with you."

The Knight cocked its head before firing its rifle.

* * *

Penny made a mistake. She made an assumption she shouldn't have. And because of her arrogance, people died. She was not all-seeing, and just because she was built to save the world, it doesn't mean that she will.

If the world was that easy to save, then her own existence would have been superfluous. It must be difficult to save, otherwise she would have no reason to exist. Thus, any world where Penny Polendina was built was a world in peril, fighting against something necessitating the development of an artificial intelligence put into the most advanced android in existence.

She should have known, she should have realized it. There was a force at large that could destroy Remnant, one that must have existed for years. That entity, whatever it was, was influencing the world in terrible ways. Penny was not all-seeing, but what she did see told her something important: people did not fight as much as they seem to.

For a month now, Penny had observed the world at large. She had also begun digging into the CCT archives, going back over the past eight or nine years. (It would take her months to analyze sixty years of feed data). And what she found did not make sense. Based on statistical analysis, observations, and enormous amounts of data mining, Penny had reached the conclusion that the world she lived in wasn't that bad of a place to live in.

It seemed anomalous to her, that the amount of happiness per person, adjusted for socioeconomic status, discrimination, and tragedy was too high to attract Grimm. And yet, as she observed countless times across the historical records she accessed, seemingly idyllic settlements were soon destroyed by the Grimm. Why were they attracted to those places? The settlers chosen to settle were screened for happiness based on the "happiness index", a system developed in Mistral forty years ago, that conclusively determined a person's probability to be happy in the long run.

It should be possible to drive back the Grimm by an appreciable amount and build new settlements that lasted. The Grimm should not have overrun Mountain Glenn. Nor any other attempts, they were too well guarded. The invention of the Atlesian Knights, combined with advanced engineering and medical advancements in the past forty years should have turned the tide in the never ending war against the Grimm.

But they didn't. Despite all of the apparent advantages that differentiated modern Remnant from pre-Great War Remnant, the sizes of the kingdoms have not increased. In fact, with the fall of Vale, the civilized world has decreased in area by 24% in less than a year.

And there lies the conundrum. Vale was destroyed by Grimm, but it was all perpetrated by a human. Cinder Fall spent months planning out a meticulous plan to rupture a hole in Vale's inner districts and kill thousands with invading Grimm. That was the Breach, as the citizens called it. The first infestation of Grimm inside the city borders in over a decade, soon followed by the Vytal festival and fall of Vale.

The destruction of an entire kingdom was orchestrated by a person. Is it possible that the other destroyed towns and villages were also caused by outside interference? It would explain the statistical anomaly. If it was true, then the next question was who?

Searching though Ozpin's files, text messages and such revealed keywords such as "King", "Queen", and "Pawns". Considering his interest in chess, as noted by the checkerboard patterns scattered across Beacon, his giant chess pieces, and him attending Chess Con at e4 every other year, Penny deduced that Ozpin was using chess metaphors.

Sure, it was so obvious, even a ten-year-old could figure it out, but so what? Let him have his hobbies, Penny didn't mind. It just made things easier for her. Ozpin was playing a game against someone else, someone who he referred to as "King". However, based on analysis of over 200 conversations, texts, and other media, Penny concluded that the "King" they were facing was female. Not only that, but Cinder had referred to her superior as "she" and "her" several times, even when speaking directly to Ozpin.

This meant that Cinder was working for some entity that Ozpin himself was working against. Could this be that secret war General Ironwood was conscripted into? Could this entity be the very reason Penny was created? This was only the beginning of the explanation, and whoever this person is, she is dangerous. She has orchestrated the deaths of millions. She has never shown up anywhere on the CCT, and any attempt to search for her would be useless without any information. If Penny could just get a name, then it might be possible to find her.

But how? Well, Penny thought, she did just capture Cinder Fall's right hand woman. Ooh! She can try out her new interrogation techniques she learned.

Penny was ready now. She will not allow more people to die.

* * *

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Author's note: If Penny was designed to save the world, it begs the question: Save it from what?

/

On another note, I'm under the impression Penny is the type of person to take everything seriously, even philosophy.

Councilman Garrison is the nicest, least corrupt, most reasonable Council member in all of Remnant. He has to be, dealing with the budgets of mad scientists and public relations. Being super sketchy is probably an impediment to his job. The other members… eh.

/

This is not the original chapter 5. This was originally the first part of chapter 5, but the amount of story I realized that was needed for this section necessitated that it become its own chapter. Even then, I expected it to be like ~4000 words at the most. Then this short interlude-like chapter became the longest one yet. Seriously, by this point I'm just going to round all of my expected chapter sizes to be above 8000 words in length. No need to kid myself anymore.

This is the longest chapter I've ever written, topping out at over 9,800 words.

Next chapter will actually be chapter 5 (now chapter 6), and chapter 6 is now 7. Expect them somewhat soon (hopefully before the end of August).

/

Also:

[OPTION 000,003: "CAN YOU REPEAT THE QUESTION?"]

[OPTION 000,004: ACCEPT, BUT WITH CONDITIONS]

[OPTION 000,005: DECLINE, BUT PROPOSE ALTERNATE PROPOSAL]

[OPTION 000,006: DEFLECT QUESTION WITH ANOTHER QUESTION]

/

[OPTION 000,036: AVOID QUESTION BY BEING PASSIVE-AGGRESSIVE]

[OPTION 000,037: IGNORE QUESTION]

/

/

[OPTION 009,387: PANIC]

/

[OPTION 011,951: PRETEND TO ONLY UNDERSTAND SIGN LANGUAGE]

[OPTION 011,952: PLAY TRUMPET FANFARE, DEAFENING HUMANS TO STALL FOR TIME]

/

[OPTION 756,343: TAKE OVER THE WORLD, NEVER ANSWER QUESTIONS AGAIN]

/

[OPTION 760,284: "YOU'RE NOT MY REAL ADMIN!"]


	6. Chapter 6: Fang

Chapter 6- Fang

* * *

Day 46

Emerald hurt all over. The cramping of her muscles, the pains in her stomach, the pounding headache were all harsh on her. Two days had passed since she was captured, and she was now stuck in a semblance-proof cell strapped to an IV. In addition to the pain, she felt utterly exhausted.

When she wasn't feeling sick she felt dread, waiting for the day someone would tell her where she was and what they wanted. Not like it would be good. After Vale and Vacuo, a bounty on her head would probably be worth at least twenty million Lien. Hell, considering the stuff she'd been involved in, if her bounty _wasn't_ worth twenty million, she'd be crying foul.

And so it went. For the second day in a row, Emerald sat next to the toilet bowl, waiting for the next time her stomach would flip over and hurl up the contents of the prison meal she barely ate. Said meal was automatically deposited in her cell by a computer. All the while, some security personnel watched her every move. Considering who captured her, it probably wasn't just a random security guard.

Actually, now that she thought about it, was Penny Polendina watching her every move, every time she vomited? Was an intelligent machine feeding her, keeping her alive in this cell? For what purpose? Was she going to be interrogated? Tortured? Maybe even—

A beeping sound rang out, followed by a soft male voice, "Greetings, ladies and no gentlemen, this is your warden speaking, here to inform you that the next meal will be delayed shortly due to unforeseen circumstances. We apologize for the inconvenience."

No, they were going to starve her! And rubbing it in her face would only make it worse. But she can handle this! She's gone days without eating before, they won't get to her that easily—

Another beep went off, followed by the same voice, "Sorry ladies and no gentlemen, this is your warden speaking, here to clarify an error on our part. The mistake in our logistics was corrected several minutes ago, and our meal delivery will occur on schedule. Sorry for the confusion."

It couldn't be. They were trying to worry her, bring out some underlying neurosis, possibly terrify her until they could juice her for any information she had. But too bad, she was onto them! They weren't going to break her that easily. She wasn't going to be able to escape quickly, but if she kept having faith—

Yet another beep, followed by the same smooth voice, "Once again, I am truly sorry, ladies and no gentlemen, but there was in fact, an error on our part. We regret to inform you that there will be no milk with today's meals, only your choice of water or orange juice today. Again we apologize for the inconvenience."

Emerald's left eye twitched. Maybe they were trying to drive her insane. That was probably it.

* * *

Penny sighed. Virtually sighed, that is. Taking over the logistics of a prison was easy overall, the only problem that came up was the food delivery. An old system dating back several decades, she was working to reformat it, making it more efficient and less prone to mistakes. While she was able to fix all of the glaring issues, an employee had accidently left the refrigeration compartment storing the prison's milk open, causing all of it to spoil.

She thought about placing Knights near the food delivery system, but she was running low on available units, and had to prioritize certain activities before others. When her factories were ready for production, she would be able to manufacture an army of Knights for use in mundane tasks every single day.

But for now, she had to delay her interrogation of Emerald Sustrai. After all, people were noticeably calmer after a warm glass of milk.

* * *

Day 47

Milk in hand, courtesy of Thornhill Dairy (actually already established organizations that Penny bought in the past few days), Penny had decided it was time to interrogate Emerald. An AK-200 fitted with a lunch tray entered Emerald's cell, which was closed with a plexiglass front.

The prison they were in was the Atlas Maximum Security Enclosure, a state-of-the-art facility with extremely powerful aura and semblance dampeners. Research into aura over the past decades have shown that not only can aura be monitored, it can also be repressed. While not 100% effective, the diminishing effects on aura wielding inmates leaves them only slightly stronger than the average civilian. They are, however, prohibitively expensive, costing millions of Lien for one, not including maintenance and power costs.

Emerald's cell was standard, with several security cameras covering all areas, plexiglass covering the entrance, thick steel and lead plates surrounding all the other sides, and emergency knockout and tear gas canisters built into the cell.

It was rectangular in shape, with a simple cot on one side, and a sink and toilet on the other. A small monitor was above the sink, to be used for entertainment and other services. The cell also had a computerized system that gave out announcements and delivered food through a small compartment on the opposite side of the plexiglass front.

So when an Atlesian Knight entered her cell carrying a glass of milk and a small pile of cookies, Emerald was rightly confused. In her mind, she knew what she was dealing with. An AI, one that was plugged into every device connected to the newly fixed CCT, watching everyone's every move.

But from what Emerald had heard, Penny Polendina wouldn't hurt a fly. And she knew Penny could. What little she knew about the incident on the docks consisted of Roman screwing up, Team RWBY meddling, and a bunch of Bullheads destroyed by laser swords. It was even more impressive when said destruction resulted in no casualties, as if Penny knew the approximate locations of the crew on each vehicle.

Emerald herself had witnessed Penny fight, and would have won against the so-called Invincible Girl, if it weren't for her intervention. So technically, Emerald caused Penny's death, but it wasn't like the AI _knew_ she did.

Right?

Okay, even if Penny knew, she wouldn't hold it against her. It wasn't in the plucky AI's nature to hold a grudge. Sure, she has a better-than-eidetic memory, and did chase her across the desert. And Emerald had a hand in the complete destruction of Vale and worked for Cinder. Not to mention faking Mercury's broken leg using Yang Xiao Long, who Penny probably knows, at least through Ruby. _Damn you Team RWBY. It always somehow leads back to you._

So even if Penny didn't hold a personal grudge against Emerald, there were many, many reasons why Emerald was in deep trouble after getting captured. The biggest question was "Why is Penny her interrogator?"

Was it because of the almost definitely classified things Emerald had seen? Then why wasn't General Ironwood interrogating? After all, Torchwick was personally questioned by him. Maybe he was busy? Yeah, that's probably it. Busy.

The transparent panel rose into the cell's ceiling, until the cell itself was open. The Knight walked into the containment area. Emerald tensed. She could run right then, but that would assuredly result in a small army chasing her across a kingdom, and she was _not_ going through that again!

She would probably die of frostbite this time.

No, the only choice was to stay in her cell, sitting down on her cot. Maybe it wouldn't be so bad? After all, maybe Penny was ordered to talk to her for some reason.

The glass panel lowered as the Knight held its tray towards Emerald, "Um, I made you some cookies, if you want some," the voice was feminine, belonging to a teenager perhaps. Was this Penny Polendina's voice?

Emerald hesitated. On the one hand, the cookies were chocolate chip, her favorite. On the other, they were almost definitely laced with something. Maybe the rumors were true, and Atlas had developed a truth serum. It's not like that's any more ridiculous than being handed homemade cookies by an AI while in prison.

"They're not drugged or anything. I just wanted to give you something nice to calm down with. In the past, you've shown a preference for chocolate chip, so I just thought…" Penny trailed off for a moment before Emerald reached out and took a cookie.

Emerald inspected the baked good, turning it over and examining each chip before sniffing it. Eventually, she took a small nibble off one side. The chocolatey gooey-ness of the chip was delicious, and also familiar. She wanted more. But it still could be poisoned, and the effect might not be blatant in small quantities. On the other hand, it was a free cookie.

She took another small bite before Penny continued speaking, "So, you're a prisoner now, and you need to be interrogated. There was something I wanted to ask you, so I asked General Ironwood to be your interrogator."

Emerald paled at the words. _She wanted this specifically! Shit, she's got a grudge. She's got a grudge!_

"You see, I didn't want anything bad to happen to you."

The prisoner known as Emerald stopped reacting. She just froze.

"Sure, you've done some terrible things, like killed people, furthered a plot to destabilize and overrun an entire kingdom, as well as dealt with terrorists and others you're involved with. But I think you have some good in you."

The former thief scoffed, "You don't know anything about me."

"On the contrary Emerald, I know everything about you," the Atlesian Knight did not change its position, "You were born eighteen years, three hundred and seven days ago, in the village of Azalea. Your mother committed suicide when you were eight years old, after your father was killed in a mining accident.

"Since then, you lived on your own, barely scraping by, stealing your way to scraps of food using cunning and your semblance. Until two years and eleven days ago, you were recruited by Cinder Fall after she noticed how you were able to steal a ring from a jeweller right in front of him.

"She promised you two things: that you will never go hungry again, and that you will not be abandoned," the android tilted its head.

Emerald glared at the Knight, "Then you'll know that I have faith in her. It may be weeks or months, but she will rescue me. So go ahead, torture me, ruin me psychologically, I don't care. I will never betray her."

The android shook its head, "I won't do any of that. What I want is to convince you that Cinder is a bad person, and that you shouldn't follow her anymore."

The former thief snorted, feeling amused for the first time in days. _Seriously? An artificial intelligence watching everything, and_ this _is its plan?_ "I'd like to see you try."

"So do I," the Knight placed the tray with milk and cookies on Emerald's cot. The android turned to face the cell entrance, "I'll see you tomorrow."

The panel opened, and the Knight walked out before the panel came down.

Emerald sighed, taking another bite of her cookie. She couldn't shake it, but the taste was familiar to her. Of all the interrogation techniques she prepared for, this wasn't one of them.

* * *

Day 48

Adam Taurus, one of the highest members of the White Fang and also one of its most dangerous, regularly took walks. It was a coping mechanism, one that barely worked. For months now, his mind was in neverending turmoil, constantly replaying his last encounter with Blake Belladonna.

It was more like an incident or break up, really. Blake had abandoned him, left him to go join _humans_ at some _human_ hunter school. Then when they met again, she still chose the _humans_ over him. That was not right, she belonged to him! She was going to be his maiden, the one that would be at his side when he finally conquered humanity, crushing them under his boot like they did to his brethren for generations.

He had spent many hours detailing scenarios about the last days of humanity. Maybe they would kill all of them, except for a select few to live on the island of Menagerie. Or they could round up all of the humans and force them to have a battle royale to death every year on live television. Like the Vytal Tournament, only much, much bloodier.

Of course that would be years in the making. Right now, the White Fang was busy securing the ruins of Vale, turning it into the beginnings of a new faunus kingdom. The Second Faunus Revolution had begun, and history would revere them. Soon, the faunus will become a powerful force to be reckoned with.

And Adam was the one to bring about this change, working with Cinder Fall and her associates. He had lead the charge, forging new alliances and commanding the armies of liberation that marched across Vale. He had succeeded. The White Fang were more powerful than they've ever been. He should have been happy.

But without Blake, he felt nothing but the empty pit in his chest. Where happiness should have been, anger stewed. Where satisfaction should have resided, there was only frustration. He ached every day since Blake left the White Fang, and ever since he last encountered her, the ache became stronger.

That pain was why he was walking. That nagging sensation in his mind, the pains in his chest were slightly diminished by the repeated walks he made. Every once in awhile, without consistency and with variation in his path, Adam walked outside of the White Fang base located in the former city of Vale.

The White Fang's intelligence division had picked up rumors of a cat faunus wearing black living in the area, causing mayhem to all sides, whether Brotherhood or White Fang. To Adam, that sounded like his beloved. So he stayed in the city, leading the organization's groups and operations from their base.

It had been weeks since he last heard whispers of Blake, and was beginning to feel agitated. It was possible she had left the city by then. If she truly was fighting against the White Fang, then it was possible she left for Vacuo, possibly to help out after the bombings. She could be gone, far away from him.

Adam passed by a destroyed dust store, followed by an ice cream shop. This was the last place anyone had noticed the mysterious cat faunus, and so Adam had a frequent habit of visiting the area. He kept walking, passing by a bank, when his scroll rang.

He picked up the call, coming from an unknown number. Placing the scroll to his ear, he heard the voice of the person he least expected, yet wanted the most, "Hello Adam."

His heart thumped in his chest. He could barely speak, and yet he could hear his own voice, loud and clear, "Blake? How did you get this number?"

"Someone in the Fang gave it to me. Listen, I've been thinking about a lot things recently, like the fight we had. It's been on my mind for weeks now, and I can't get it out of mind. I can't stop thinking about how things could've been, if I never left the White Fang. You know what I mean?"

Adam took a deep breath, "Yes Blake, I do. I've been thinking about it as well."

"Do you want to start over? Forget everything that's happened and just try again?"

He shuddered, breathing became ragged. He couldn't believe it, "Do you remember the day we met, all those years ago?"

Blake's voice was calm, "Yes. I was eight years old, and I was attending a faunus equality rally in Mistral. I was carrying that white sign I made myself, spelling 'equality' with a 'w'. When the violence started, I dropped my sign and ducked beneath everyone's legs, scurrying away.

"That huge stampede of people that day, I was almost trampled to death. And then someone came in, pulling me by the arm out of the way. And then we ran, far away from the crowds until it was safe. That was you, that tall, awkward kid who always wore sunglasses or a mask for no reason. The way you smirked, laughed, and cried. For a long time, you were everything to me. We were going to change the world.

"And then you changed. The White Fang changed. _I_ changed. We weren't freedom fighters anymore, doing good deeds and helping faunus. We became terrorists, no longer saving faunus, but attacking humans. I couldn't take it. It wasn't what I believed in. That's why I ran away. We had changed, and I didn't like it.

"But, I think I was wrong to leave. I think I could have tried to change you back. I should have tried, instead of running away, like I always do. I don't want to run away anymore, Adam."

Adam kept silent, ruminating everything he heard, "Blake…"

"Please answer me, Adam. Do you want to start over? Try again? Do things differently, and see where we go this time?"

He couldn't help it. A tear began forming in his eye, "Blake, Blake. I-I do. I want to try again."

"Good. Adam, I want to say that I-EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE!"

"Aargh!" the loud screeching noise came bursting from his scroll, deafening his left ear. Before he could react further, nearby canisters began leaking fumes, flowing out of the ground, enveloping him in a noxious gas. He started coughing, the gas making him feel lightheaded.

He pulled out his weapons, getting ready for combat. Suddenly, four Atlesian Knights burst onto the scene, unarmed. They each ran up to him, grabbing hold onto various parts of his body. He took his sword, attempting to slice one of the Knights. Unfortunately for him, the Knight grabbed onto his arm, preventing him from swinging. The other Knights grabbed onto his gun, yanking it from his hands and throwing it to side.

With all his might, Adam jammed his sword into one of the Knights, moving it so that the Knight was sliced in half. It fell apart, twitching. It was only then did two more Knights appear, dogpiling onto him and pulling his sword away.

Before Adam could react further, enormous amounts of electricity were pumped into him, eventually rendering him unconscious. He fell limp to the ground, with five Atlesian Knights falling down with him.

One of the Atlesian Knights got off, pulling out his scroll. A second later, the scroll received a call.

"Boss! Are you okay, we're seeing smoke in your direction," the voice of Adam's lieutenant could be heard.

The Atlesian Knight put the scroll towards its midsection, where speakers revealed themselves. The sound that came out was familiar, "Everything is clear. It appears to be a small fire from a canister of dust."

"Are you sure boss? What's the, uh, passcode?"

"Tiger, fox, zero zero seven. Everything is clear."

"Alright boss. When are you coming back?"

"I think I'll be out tonight. I won't be back until tomorrow."

"Sure thing, boss," the scroll went dead. The Atlesian Knights picked up Adam, the gas canisters, the destroyed Knight, and Adam's weapons from the ground. They prepared to bring him to their Bullhead.

* * *

Across the continent, Weiss, Blake, and Winter stared at the screen in front of them, dumbfounded.

"Wow. That was anticlimactic," Penny's voice could be heard from a nearby speaker, "Get him all misty-eyed, and he just melts like putty."

Blake continued staring at screen before speaking, "You got my voice right, and you knew about our first meeting."

"Of course. That particular protest you attended was well documented. It was the first faunus rights protest to go wrong in years. There were scrolls and cameras everywhere. Pinpointing your face wasn't too hard, either."

Winter Schnee shook her head, "I just can't believe it. The most dangerous member of the White Fang was taken down through a sob story and unarmed Atlesian Knights. If I hadn't just seen it, I wouldn't have believed it."

"To be fair, I've studied his fighting style from its conception. I've observed archives of him training, as well as several actual fights. I then analyzed his psychological profile, and created several predictions that were most likely to occur in a fight with him. I then just manipulated the variables until there was no chance of Adam winning, and did not alert his followers.

"I noticed his tendency to walk whenever troubled, so I plotted all of his routes, determined an approximate pattern, and picked the two most likely areas where he would pass by. Waiting there with Atlesian Knights and knockout gas, I was able to distract him using Blake's voice."

Blake raised an eyebrow, "Used? More like commandeered. You made me sound completely sympathetic to him! Now he'll never stop pursuing me."

"Don't worry! I have a plan for that," Penny replied.

Weiss finally spoke up, "I doubt you'll be able to reform a psychopathic terrorist with a disturbing fixation on Blake."

"Challenge accepted!"

* * *

"Ugh," Adam groaned before opening his eyes. The first thing he noticed was that his mask was still on. The next he noticed was that he was in a cell. A prison, in fact.

Looking around, he saw a glass panel in front of him, revealing a hallway decorated with many more cells. The one directly opposite to him was occupied by a young woman with green hair. In fact, she looked familiar. _Is that… Cinder's lackey?_

Said lackey looked at him and rolled her eyes. She mouthed a sentence to Adam, repeating it twice.

"Welcome to sugary hell," he repeated. Well then.

* * *

Day 49

It was planned perfectly. In a week, they had organized what would be the largest military operation since the Faunus Rights Revolution. Since she came back online, Penny had been collecting information on every member of the White Fang, down to their members, assets, sympathizers, and history. The information was updated in real time, granting locations of every single member down to the nearest foot.

Using the information, the Atlesian military in coordination with Mistral and Vacuo, had assembled a force numbering close to two thousand made of soldiers, Atlesian Knights, and specialists. Blake Belladonna helped prepare the two thousand soldiers by revealing the tactics and training that White Fang members received.

Leading the charge, General Ironwood was prepared to command every soldier and hunter across Remnant from the mobile command center located atop Atlas' newest flying Bullhead carrier. There, the logistics division of the military planned and synchronized the operation.

Over the course of six hours, twelve White Fang bases were to be captured, each containing one or more prominent members of the White Fang. At the same, the military would perform raids across dozens of armories and warehouses across Remnant. After that, safehouses would be hacked, electrical systems turned off, allowing further raids to occur.

Eight hours later, White Fang financial backers would be arrested. At the same time, a broadcast across major radio and television stations will occur, telling Remnant that the White Fang was disbanded.

Capturing Adam Taurus was paramount to Penny's plan. He was powerful, too powerful to be captured while a small war was waged. He was too important to not be captured as well. He was the White Fang's connection to Cinder Fall, and with him, Penny was one step closer to finding her.

Not only that, but had he survived the operation, he would have assuredly united the small pockets of remaining White Fang, creating a smaller, but still operational terrorist organization. That was not good. The world needed the White Fang removed from the equation. With Adam captured, the whole thing would be much smoother.

It was planned perfectly.

* * *

Penny virtually blinked. The operation, all of it, was a success. Disabling communications between the bases was easy, unlocking doors and guiding soldiers using fancy graphics was trivial, and detailing the schedules of the guard personnel was already done.

She just couldn't believe it. Everything went perfectly, nothing was out of place. The casualties were minimal, 184 in total, much, much less than Penny had anticipated. But it was done. Sixteen hours later, and the White Fang was effectively disbanded. Sure, there were some bases remaining, but the massive organization consisting of multiple armies was now gone. What was a budding world player was now in shambles.

Most of the soldiers involved didn't even realize what they were part of until after the announcement came. They thought they were part of an isolated operation, taking over a single base to capture one or two high-ranking members of the White Fang, not destroy it completely.

It was breathtaking from Penny's point of view. Observing millions of people react to the same news, _good_ news, she witnessed a monumental increase of happiness and feelings of safety and patriotism in those that were against the White Fang. For those that supported it, their happiness wavered, but did not decrease enough to trigger a Grimm incursion.

The White Fang was not gone. What was destroyed was the organization's chain of command, the loss of its resources and assets, and the perpetuation of chaos amongst its members and supporters. Penny knew that one day, a new group would rise. The oppression and discrimination incurred onto faunus was too great to die away. The fervor and individualism brought upon by the history of Remnant, as well as the global culture, brought about natural rebellion.

Pockets and cells of the shattered organization still existed, and they have the capability to do real harm. Not only that, but for decades, there was an unknown force stoking the flames of war and violence. The White Fang will surely rise again with help from this force. But not if Penny can stop it.

With the newly formed Northern Lights, born from the ashes of the White Fang, she will pave the way to a better future. Removing the individuals that bring about violence would be needed. Then she would have to create a foundation that would improve the lives of those in need. People like Blake or Emerald could have lead much different lives if it weren't for terrible circumstances.

It is possible for peaceful protest to change the world, Penny realized, and she would help in any way she could. There had to be something she could use to unify faunus and humans together, as well as bring about a better world.

Penny would save Remnant. To protect lives, she must lay the groundwork years ahead. Defeating the White Fang was just the beginning.

* * *

Day 50

"Impossible," Adam Taurus, leader of the former White Fang crossed his arms before turning away from the Knight in front of him. Penny decided to break the news to Adam and Emerald. With pictures, just to be sure.

"There is no way that my men would even dare consider surrendering to the military."

The Knight cocked its head, "They didn't. We knocked most of them unconscious and took all their stuff. See? Here's a picture of your lieutenant tied up with rope," she gave Adam a photograph with said lieutenant.

"I also have pictures of the leaders in custody, due to being transferred a facility in Vacuo. Here's an aerial shot of the base in the Mistral lake, a photo of one of your warehouses, a training facility in Atlas, and a list of all of your safehouses. As you can see, I'm very thorough," Penny boasted.

"And? What was the point of this? To dampen my spirits? Inform me that my entire life's work is gone? Or how about that you've set back the faunus an entire generation?"

The android didn't falter, "You wanted to start over. And that's what you've been given. A new beginning. You have no more loyalties to the White Fang, because they're gone. You have a chance now."

"At what? What could possibly come out of this?" Adam fumed.

"To win Blake back," Penny answered.

"That wasn't Blake speaking to me. That was a fake. _You_. You tricked me."

"Yes, that is true. But what would you rather do? Spend the rest of your life hurting Blake by 'destroying everything you loved,' hurting yourself in the process, never to have her love you back. Or do you want to change yourself, become a better person, and have a chance, even the smallest one, for her to love you again?"

Adam remained silent, "You want to exact vengeance on humanity. But that was not what you signed up for. When you joined, that wasn't what the White Fang was about. You wanted, _Blake_ wanted equality for the faunus."

The android stared at Adam, "I think I am in a unique position to help you. Neither human nor faunus, I hope to one day repair human-faunus relations, starting with you."

Penny pointed a finger at Adam, "Of all the faunus within the White Fang, you have one of the most deep-seated hatreds of humanity, and if I can get you to work with some, there is hope for Remnant."

"There is no human on this planet I would ever get along with," Adam declared.

"And that's where I come in," Penny added, "I am not human, but my father is. I am close to being human, but am not quite there yet. If you can get along with me, then I can ease you into befriending a human. That is the first step towards your reformation."

"Heh, that won't happen. I believe Blake will never love me now."

"Challenge accepted!" the Knight continued pointing a finger at Adam. After a moment, it put its arm down, "By the way, Blake says 'hi'. She also wants to visit you, someday."

The plexiglass panel opened, and the Atlesian Knight exited, leaving Adam alone.

* * *

Day 51

The day of Yang's birthday party was surprisingly calm. Before dawn approached, Penny, as the Xiao Long family's live-in robot maid, prepared for the party. To wit, certain areas were cleaned, furniture was relocated, and decorations were set up, having arrived in the mail.

Taiyang Xiao Long had noticed the packages. They all came from Thornhill, who, to his knowledge, was some sort of Atlesian businessman that knew of his daughters. Since the board game they've played, he'd begun to suspect something was off about their android assistant. It seemed too intelligent, always knowing where Yang and Taiyang were, knowing the house's layout from the beginning, all the way up to how it seems to know whenever a package from Thornhill arrived.

But that didn't make sense. The sophistication of Atlesian Knights was undoubtedly high, able to discern commands based on context and intent, but this was ridiculous. It was setting up a _birthday party_ , complete with decorations that Taiyang agreed were the sort that Yang would probably like.

He wanted answers, because frankly, it was starting to get creepy. Sure, their maid was no match for anyone in a fight, even one-armed Yang, but even so, a robot of unknown origin in their home doing chores for them was extremely weird. The only reason he kept it was because the android was actually helping Yang out.

Over the past three weeks, Yang had gone from near catatonic and quiet to extremely moody and quiet. It was actually similar to her mother, so he knew where she got it from. While she wasn't back to her normal self, it was still a marked improvement. She did occasionally talk, even if it was a single sentence at most.

And the music she played was now only depressing in eight out of nine songs! Much better than Raven's taste in music. So yes, the robot maid they got had helped out. But Taiyang still wanted answers.

To receive said answers, a Bullhead touched down a quarter mile from his house. Four humanoid figures walked down Summer Way towards the Xiao Long residence.

* * *

When Taiyang's doorbell rang, he was still half asleep. When he answered the door, he saw Yang's former team, an Atlesian Knight, and General James Ironwood to appear on his doorstep, all of them carrying boxes.

His mind sputtered slightly before regaining his composure. He asked the obvious question, "Okay what are you doing here? Ironwood? My daughters' team? How are you here?"

"We're here for Yang's birthday," Blake spoke, "And we came here in a Bullhead."

Taiyang pressed his lips together before asking another question, "In a broader sense, with a reasonable answer, how?"

This time, the android standing next to Ironwood spoke, "Oh! That was me. Hello, Mr. Xiao Long sir, my name's Penny! You know me as Thornhill!"

"You're Thornhill?" he looked skeptically at the Atlesian Knight.

"Well, this is my avatar, I currently don't have a physical body after mine was destroyed during the Vytal Tournament."

"What about AH-001?" Ironwood reminded her.

"AH-001 does not count as a body," Penny shot back.

"Wait, Penny, android, Vytal, Atlas," Taiyang glared at Ironwood, "You built an AI?"

Ironwood glared back, "Yes. And everything worked out perfectly."

"Is that so? The android maid in my kitchen, that's also an AI?" Taiyang continued glaring.

Penny broke the tension, "Yep! Sorry I didn't tell you, but I wanted to avoid Yang freaking out. I wanted to lead her in smoothly," the android made a smooth wave motion with its hand.

"Right. And this party you're obviously planning won't be jarring?"

"It's a surprise! Good enough to not freak her out, or bring in more depression," the android gave Taiyang a thumbs up.

"Speaking of Yang, where is she?" Weiss asked.

Taiyang replied, "Sleeping. It's seven in the morning, she won't be up until at least ten."

"Actually, based on her sleep statistics, today she'll wake up between 9:24 and 9:42, assuming the current variables," Penny remarked. Everyone stared at her.

"What? I work hard dealing with Yang's depression. She's so moody and sleeps all the time now, I decided to just start monitoring her sleep."

Weiss spoke up, "Penny, that is creepy."

Penny made a motion that resembled an eyeroll, "I don't watch her sleep, I just note _when_ she wakes up. I know what creepy is, guys."

"Right. Girls, why don't you step in and set things up while I talk to the General here?"

The three girls nodded and agreed, stepping into the house while Taiyang stepped outside to talk.

The two men walked to the porch, still standing and staring at each other, "You let an AI into my house. Next to my _daughter._ "

Ironwood looked uneasy, "First off, I didn't know until recently. Penny tends to run off and do her own thing whenever I look away. Second, she isn't a threat at all. She was designed and taught to be a good person, and she is."

"Yes, an AI that does its own thing is very good," the blond man's voice dripped with sarcasm, "And I have doubts, _James._ "

Ironwood added in, "She is also Ruby's friend."

"I've heard. She never mentioned the artificial part."

"But she knew. She knew and didn't care, and that's why Penny cares so much for her," Ironwood sighed, "Before Ruby Rose, Penny did not have many friends, if any. But since then, she's gone on to make friends with Team RWBY. They're good for her. Before she was destroyed back in Vale, she was happier than ever. Right now, she wants to make others happy too."

Taiyang snarled, "You do remember what Ozpin said, don't you? About everything, about _her_."

"I do. And I believe that just because one faunus is evil, that doesn't mean all of them are. It's like the White Fang, if you raise them right, teach them the right things, they can be good. And even if things go wrong, you can always try to fix them. People are not intrinsically evil, Taiyang."

" _You're_ lecturing me on believing in the good of humanity? Wow, either you've changed a lot in the past few years, or I've become a cynic."

Ironwood patted Taiyang's shoulder, "I think it's Penny. She tends to come off as weirdly unsettling at first glance, but once you get to know her, you see the good inside. And there is a lot of it."

"Really now? Good in her? Don't tell me she's your solution to the 'simpler soul' problem."

"I never really believed in that nonsense. Ozpin had his beliefs, but they don't mesh well with mine."

"You don't agree with anyone. But at least you're not Qrow. He's had you beat for years in terms of jackassery. You're just disagreeable," Taiyang joked.

"I guess so. How is he? Still fighting the good fight?"

"Don't know, haven't seen him in weeks. He's probably trying to get laid for once now that he's the head."

Ironwood chuckled, "I give it one in five odds."

"Yeah," Taiyang sighed, "Fine. I'll give Penny a chance. But if it does anything remotely harmful..."

"Then your daughter will punch her, simple as that."

"Fine. Want to help decorate?"

"No, I have a mountain of paperwork to do," Ironwood gestured at the Bullhead, "Putting away an entire terrorist organization all at once was not good for bureaucratic purposes."

"Yeah. Did Penny help you with that?" Taiyang asked as he walked back to the house.

Ironwood faced Taiyang, "Help? She did almost everything. Without her, the entire operation wouldn't have happened, period."

* * *

Yang Xiao Long, former huntress-in-training, woke up at 9:31 on her birthday. There was nothing special planned, and it was just going to be another day in her dreary life. After everything that happened: Vale, Beacon, Blake and Adam, Pyrrha, freaking Mercury, Yang couldn't really take much more.

She shut down, and for months now, she had been improving, albeit slowly. That robot maid of theirs was… odd. It did the laundry, cleaned the house, and was a competent Remnant: The Game player. And yet every meal it made tasted off. It was somehow irritating enough to force Yang to remake it, but not bad enough to hate the robot.

On the other hand, it did play good music.

The uphill climb towards normalcy would be a long, gentle incline for Yang. Given maybe another six to ten months, and she could potentially regain most of her cheerfulness and energy. But quite a bit will be lost.

Eh, it wouldn't be the first time for Yang.

As she walked down the hall to the kitchen to make her breakfast, she expected one of two things: her dad, or no dad around. There was a chance of him having an early morning mission, but he tended be home most days. Sometimes she would see robo-maid doing dishes.

So when she entered her kitchen to find not only her father, but also Blake, Weiss, two robo-maids, and a very decorated sign reading: HAPPY BIRTHDAY, she was flabbergasted.

"Wha-"

"Happy birthday, Yang!" the four party planners yelled.

Yang stayed silent for a moment, trying to process everything that just happened. Eventually, she finally opened her mouth and spoke, "What and how are you two here? Why are there two robots now, and _what?_ "

Taiyang pulled up a chair, beckoning his daughter to sit down. Eventually, Weiss cleared her throat to explain, "Blake and I received job positions with the help of a very rich and powerful benefactor. Not only that, but with the collapse of the White Fang and Adam Taurus' capture, Blake doesn't need to run away anymore."

The heiress grabbed Blake by her shoulders and pushed her towards Yang, "Go on Blake, tell her how you feel."

For a moment, Blake hesitated, not meeting Yang's eyes and scratching her arm. Before long, one of the Knights came up and placed a hand on Blake's shoulder. It looked into her eyes and nodded. Blake nodded back.

Eventually, Blake looked at Yang and whispered, "I'm sorry."

Before Blake could register, Yang had jumped her, wrapping her arm around Blake's back, "I missed you too," Yang whispered back.

One Atlesian Knight pulled on a party popper, releasing a small burst of confetti in the air. The other pulled out a very large contraption from one of the boxes. It resembled a large metal ring, about three feet in diameter. The Knight placed the ring on floor, near Yang and Blake. It pressed a button on the side causing the ring to flicker lights until a vague humanoid shape appeared.

Eventually, the shape gained color and detail until it resembled an android very familiar to three-fourths Team RWBY.

"Salutations, Yang! Happy birthday!" the figure exclaimed, waving a virtual hand. The ring had projected a holographic representation of Penny's third body, the one most people recognized.

Yang, still holding onto Blake, gaped at the holo-Penny, "Penny!? How are you still alive? You were, you, you know-"

"Yeah, I'm an android. You know, backups and all," Penny smiled nervously, "It's not big a deal as everyone makes it."

"We have to tell Ruby," Yang demanded.

"I'll tell her when she's ready. I want it to be special, with an airdrop and everything," Penny said, "Come on, we'll worry about that later. We still have a whole party to have!"

* * *

The next several hours were fun, Penny had noted. Being in three different places, catering and attending the same birthday party was definitely an odd experience.

She had noticed an uptick in Yang and Blake's mood, which she considered a rousing success. For the rest of the day, the four girls (six if you counted Penny thrice) played a myriad of party games, opened presents from Blake and Weiss, as well as birthday cards from many of Yang's old friends (who were spread out across Remnant).

Eventually, Penny revealed a photograph of Yang's potential replacement limb to her, which lead to said blonde hugging the nearest android she could grab. She also took Penny being her maid for three weeks surprisingly well, all things considered.

Which was laughing it off, then throwing a cup of nonalcoholic beer at Penny's hologram. Taiyang was still in the house, keeping an eye on Penny, after all.

By around two in the afternoon, Penny brought the three biological girls around the cake they brought and snapped a photo, one where everyone was at least somewhat smiling. Feeling happy with the composition, she sent a digital version to a scroll halfway across Remnant.

* * *

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: OUTSKIRTS OF MISTRAL_KINGDOM, 25.8 MILES WEST OF THE BORDER]

/

"Nora, this was your fault," Jaune declared as the four hunters-in-training continued hiking. They were now only a few days away from Mistral, and would have been there much sooner if it weren't for problems along the way. Most recently, they had been chased by an unsavory group.

"I just thought they were ammo salesmen!" Nora skipped along, nary a care in the world.

"No one sells ammo on the side of a road. Nor do they sell it by shooting it at us," Jaune remarked.

"Live and learn, Jaune. Live and learn," Nora kept skipping.

"At least no one got hurt, right?" Ruby tried adding, "That's good news for us, huh?"

"Except we lost a whole knapsack after it was shredded to pieces by a gatling gun, but yes, no one's hurt. Let's just put it down as slightly negative," Jaune remarked.

Ren just stayed silent, pondering the mysteries of life or whatever it is he does.

The quartet kept walking, until Ruby stopped. Pulling out her buzzing scroll, her jaw dropped when she saw the picture she received.

It was her three teammates, all of them crowded around a cake with eighteen blown out candles. They were smiling and laughing, all of them looking straight into the camera. An Atlesian Knight stood beside them, cutting the cake.

Below the image was a simple sentence: Missing you a lot.

Ruby sighed, putting her scroll away. Her travel mates noticed this and stopped, "Ruby, something wrong?" it was Jaune, the lovable goof.

"It's nothing. It's just," Ruby took a breath, "Today's Yang's birthday."

"Oh," Jaune replied. The four of them had continued walking, "Why don't you call home?"

Ruby shook her head, "I can't. There's no signal here, but somehow I just received a message from them."

"That is weird. Tell you what, the moment any of us get a signal, you'll call home, okay?"

After a second, Ruby nodded, "Yeah."

Ren and Nora nodded as well.

The local group's blonde smiled at Ruby, "Well, I think today's a mixed bag, then? Your sister's had a birthday, we can't call, then we almost got shot, but didn't. All in a day's journey."

"Yeah."

* * *

[OBSERVING CONCURRENT ACTIVITY]

[LOCATION: 3141 SUMMER WAY, PATCH]

/

The loud, boisterous music that enveloped the house, blasting its way outside. Luckily for the Xiao Long family, they didn't have any neighbors for quite a distance. This eventually led to Yang turning up the volume even higher, and by this point, even Penny's microphones were starting to fail.

The damaged eardrums of everyone involved allowed for some covert entity to enter the area unnoticed. The covert person to enter appeared in front of the house as a portal seemingly ripped out of thin air appeared.

Out stepped a woman wearing a mask, her black hair flowing through the wind. She pulled out a small box out of a pocket and placed it on the porch in front of the house, before leaving again through another portal created using her sword.

When she left, she didn't notice the small camera left behind by General Ironwood as a precaution. It didn't see much, but it was able to see her move.

/

[GAIT ANALYSIS COMPLETE]

[COLOR SCHEME IDENTIFIED]

[SUBJECT IDENTIFIED: BRANWEN, RAVEN]

/

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Author's note: Don't worry, I'm not shipping Adam with Blake. Or Penny. He's not ready for a romantic relationship. Yet.

/

Is Penny overpowered? I don't think so, at least. Penny has access to recordings going back decades, and probably studied the entire history of Adam from birth to present day. She would have, considering how he is one of her biggest threats. He's got connections to Cinder, leads the White Fang, and is super powerful. Penny would have exploited any weakness he had, and for a guy who was physically OP, the only to weaken him would be emotionally.

It's been mentioned, but not shown that Penny can predict events in the near future. She can also predict people, to a certain degree. Observing Adam's entire life, and Penny just became the best therapist possible for Adam.

What wasn't shown was the backup plans Penny had installed in case Adam didn't fall for the Blake honey trap (insert Bumblebee joke here). They included lasers, magnets, and/or extremely sticky sap.

/

Yang's happy now! Penny is best therapist. Why? Because that's what Ruby is in canon.

/

Next chapter: Flashbacks! Ruby! Philosophy! Attempted genocide!


	7. Chapter 7: Childhood's End

Chapter 7- Childhood's End

* * *

Day 55

Things had begun to settle. The formation of Northern Lights was well underway; Winter had spent much of the past week juggling between prepping new Northern Lights specialists and dealing with the fallout of the White Fang's defeat.

One would expect near universal cheer after the elimination of the world's most dangerous terrorist organization, as Penny observed during the announcement broadcast. However, when given time to think, people began fretting and worrying about the implications.

How? How did Atlas do it? While the operation was a global endeavor, Atlas and General Ironwood led the operation, commanding dozens of otherwise unaffiliated squads like clockwork, excising the White Fang in such a way that minimized casualties and maximized the diminishment of White Fang assets. It was a continuation of Atlas' recent trend of catching criminals using very accurate intelligence.

People had begun questioning the source of this intelligence, and Penny was unable to mitigate it. The most dangerous groups of criminals, barring Cinder's faction, also tended to be the most noteworthy. Roman Torchwick regularly made the news, his mastery of thievery made him a powerful player among the criminal underground. Such role came with a certain amount of notoriety.

Penny was stopping crimes, capturing criminals before they could do more harm. It was the optimal solution, better to imprison than to leave them around to cause mayhem. It was going to raise eyebrows, but attention was a necessary cost to save lives.

Of course, another question in people's minds is the kind they usually get after something ends, or a life-changing decision made without planning: "What now?" After all, there was now an enormous gap in Remnant's seedy underbelly.

If her predictions were correct, the Brotherhood would take over. That would actually be good, nothing says stable like a criminal organization that took pride in inclusivity. If she was lucky, the remaining White Fang members would join the surprisingly diverse group of thugs. It would open their minds to cooperation between the species.

Speaking of cooperation between species, the three-quarters of Team RWBY that was not Ruby Rose was currently trying to piece together everything. Of all the insanity that had occurred since Penny was brought back online, destroying the White Fang was enough to send everyone reeling.

Blake was able to leave her stupor to attend Yang's birthday party, but afterwards she fell back into it; a state of quiet contemplation had washed over her. Weiss and Yang spent a lot of time catching up, and Yang was understanding enough.

It was over. The White Fang was no more. For Blake, it should have been a cause for celebration, and indeed, two days after she did. But after the fervor died down within her, she was left feeling hollow.

It was all gone. Decades of work went up in flames. The White Fang may have strayed from their path, they may have killed thousands, but it was because they were the only ones. Out of the ashes of the revolution, only one group rose, saying to the world that faunus-kind would stand united.

The White Fang had its problems, but for an orphan like Blake, they were the closest thing she had to a family. Yang would beg to differ, espousing how Team RWBY was her family now. And Blake agreed with that, no matter how quiet she remained on the subject. But there was still something to be said about the loss of one's childhood home.

Eventually, Blake opened her eyes to look at Weiss and Yang arguing over something involving music. She didn't really listen to the conversation: something about the best genre. She shook her head and stayed in her corner.

The room Blake was in, aboard the Atlesian Bullhead carrier, was a stark white. Everything had jagged corners, primarily ninety-degrees and blocky, and yet also sleek. It was rectangular, with bunks for four people along the walls and a large table in the center, stuffed with many of the necessities one needed to survive while on a plane that never landed. Near the front door were Yang and Weiss, talking very loudly.

"You know they're waiting for you to join in," she could hear Penny whisper into her earpiece. To save time and scroll battery life, the WBY trio and Winter had opted to using earpieces to listen to Penny.

"I'm thinking right now. I'll join when I'm ready," Blake replied.

"About the White Fang? Don't worry, I already have plans to replace them," Penny said calmly.

"Really?" this piqued Blake's interest.

"It's in the works, but I am laying the foundations for a new group. After I find enough pacifists, charismatic leader types, rebellious protestors and raucous crowd movers, I'll provide funding from some prominent financial supporters interested in civil rights."

"That sounds… nice," Blake remarked.

"Yep. I might even get the Weiss' father on board."

Blake stopped for a moment before responding, "Are you serious? As in _Chairman Schnee_ , the man most against faunus rights?"

"Once I convince him how to make money without exploiting faunus labor, he'll be more than happy to support a peaceful organization."

"Good luck finding a substitute. Many humans have made the argument that faunus are actually designed for mining explosive materials," Blake began reciting often spoken words.

"I'm working on it. Expect something soon, but right now, talk to them," her earpiece cut off all audio.

The sound of Yang and Weiss permeating the air with their squabbles was enough to make Blake smile. She got up to join the debate. After all, they were both wrong.

* * *

Another day passed for Emerald and Adam. Every single day like clockwork, Penny Polendina arrived in the body of a single Atlesian Knight, bringing a tray with some kind of food for Emerald Sustrai first, chatting with her about something or other, then proceeded to enter Adam's cell for another _riveting_ talk.

As the panel opened once again, the Atlesian Knight puppeteered by a sentient computer virus or whatever Penny Polendina was entered his cell. Adam simply laid on his cot, back propped up against the wall.

"So, how was your day?" the sickeningly sweet tone rubbed Adam in the most irritating way.

He decided not to dignify that with a response. She knew full well how his day went. Just sitting here in this cell, listening to whatever drab music was available. At least that's how it started. Soon after he began using the monitor above his sink, the available selection for entertainment purposes suspiciously matched his interests in media. No doubt chosen by Penny Polendina.

Adam couldn't actually believe it. When Cinder Fall warned him a month ago, he didn't take her seriously. Artificial intelligence? Please. The conspiracy theories over the past four decades have been spread around for years, especially in the White Fang.

But it is the truth now. Atlas developed a machine that could find everything involving the White Fang and bring it down. The more he thought about it, the more he realized they never had a chance. Humans always had the technological edge.

"Still thinking, huh? If you have any questions, I'm here to answer them," the Atlesian Knight spoke.

After several minutes of silence, Adam eventually asked, "Were you commanded to destroy the White Fang?"

The Atlesian Knight shook its head, "No, I was not. While the original idea was from a human, I expanded on it to the point where it became a possibility. It was my choice. My purpose is to save the world, and I had determined your organization was a threat to it."

"A threat? To the _human_ world we were a threat, but given enough time, and we would have liberated all of faunus kind, and established a better world order."

"That's why your organization was removed. I count the lives of every person, human or faunus, as important. Every single person was included into my calculations, and I determined that the deaths you would cause were too many."

Adam snarled, "Did your human creator teach you that? That all lives are important? A human might say that, but they only really talk about human lives. Faunus haven't been a part of any equation for centuries," he scoffed before crossing his arms.

"That is my purpose. This world has so many problems that it needs to be saved, and it needed an impartial watcher. I have come to the conclusion that all lives are relevant, even yours," she pointed a finger at Adam.

"You were a critical part. An important figure who would no doubt alter the course of history, given the right chances. But the path you were on would only end with your death, forever crushed from the realization."

Adam's eyes widened underneath his mask.

"I wasn't sure how, but I knew that one of your future encounters with Blake would have been a tipping point. One of you would have died. Had it been Blake, you would have been ruined beyond belief. And I don't want that to happen. I care about you."

He snorted before looking at the Knight, "And why would you care? Is it pity coming from Blake? Whatever she told you is wrong, and you don't know me. Now go away and let me rot."

The Knight shook its head, "That's almost the same thing Emerald said. You're both wrong. When I began watching the CCT, I saw you fight Blake and Yang, and I knew right away you were going to be important. So I began reviewing the White Fang in its entirety. Ten years of it, from the moment you joined until now, I watched you.

"Before then, I saw your birth. It was in a rundown city hospital, overflowing with poor faunus patients. You were born nineteen years, one hundred ninety-one days ago, on a hot summer's afternoon. Your mother wanted to keep you, despite your father abandoning the both of you.

"His name was Red Beryl, a half-faunus dust miner that died ten years ago in a mining accident. He was best friends with a man named Scarlett Sustrai, and they were both in the wrong place at the wrong time."

The android's head tilted towards Emerald, "She's Scarlett's daughter."

Penny stopped for a moment, giving him time to let everything sink in. Both of them didn't speak for a full minute before she continued, "You joined the White Fang when you heard from your mother about your father. You were angry at him for abandoning you, and yet you were even more angry at the people who killed him."

"The Schnee Dust Company released a statement, claiming it to have been the work of criminals. Many didn't believe them, thinking it was due to the faulty equipment and poor working conditions. To this day, no one is sure what went down in those mines."

Adam stayed silent. Penny continued, "I've seen you and your family. I've seen every member of the White Fang, and I know by heart every one of their motives for joining. And I can see that the White Fang will not bring about happiness of fulfillment for them, nor for anyone else.

"Dispersing the group was the best option available for everyone involved. I don't regret that choice."

"It wasn't your choice to make," Adam retorted.

"No, but I made it anyway. I hope that one day, you'll forgive me for it."

* * *

General Ironwood was in his office, looking over the recordings of Penny's interrogations. He wasn't sure if she was doing well, there hasn't been any cases of knowing everything there was to know about the interrogee. Either way, observing Emerald Sustrai had led Ironwood to conclude that Penny was getting the former thief to let her guard down. He was sure that Penny would at least be able to make Emerald's stance for Cinder Fall to falter, if only slightly.

The leader of the former White Fang however, was going to be a much tougher challenge. Even with everything Penny had, there was still a thick outer shell to the man, one built through years of discrimination, violence, and whatever else lurked in his past. Penny wouldn't disclose much details, saying that it wouldn't do any good to spread around facts of his past.

That said, there were some parts that she intentionally withheld from him.

"Penny? Are you listening?" Ironwood queried.

"Always am. Except when it's weird to," Penny responded from a speaker on his desk, "And not when you're doing something super private too. Unless it's important. But then when it's not needed, I remove the awkward bits from my memory."

"Right. Anyways, I've been meaning to ask you about the mining incident you've mentioned twice now," he looked at some files on his desk, scanning intelligence reports and the like.

"I will say, the chances of the two of them being so closely related is astonishing. I was all 'I know everything about you' and they both were all 'You know nothing about me' and I was all 'Yuh-huh! Here's five reasons why.' I am so pumped right now."

" _Penny_ ," Ironwood stressed, "What about the parts you left out?"

She didn't make another sound.

"Are you ever going to tell them?" he asked, "Surely they should know the identity of the assassin who killed their fathers."

"How can I? They've lost so much because of him, and here I am, still with family. It isn't fair for any of us."

"They deserve to know," Ironwood stated, "They deserve to know as much as you do."

"I know that, and that telling them the truth would give them closure, but not right now. I'm waiting for the right time."

"If you're sure, Penny," Ironwood began putting the files away.

"I am. After all, I learned from the best."

* * *

/

[INITIATING PLAYBACK]

/

* * *

Day 221, Session 3

"... Repeat! All personnel, evacuate facilities immediately! We are under attack, repeat! All personnel..." the siren kept blaring, spreading its warning across the Atlas research facility. Scientists everywhere fled while soldiers attempted to contain the threat.

They were failing. As time passed, the intruders were seizing more and more areas of the facility. In a few hours, they had captured areas B, C, and D, and were making headway into area E. By that point, hope of evacuation was lost, and Arthur Polendina had barricaded himself inside his workshop.

Despite the threats outside, he sipped a mug of coffee while staring at the screen in front of him. It showed nothing more than a white background. The clamor just beyond his office could be heard; gunfire and shouts were muffled by the barricade. After an hour of remaining silent, the screen began showing words.

* * *

IS

THAT

GUNFIRE

?

* * *

The man nodded.

* * *

THIS

IS

CONFLICT

?

* * *

"Yes, it is," the scientist opened up a file, accessing his AI's coding.

* * *

ADMIN,

WHY

ARE

THEY

FIGHTING

?

* * *

"Right now, they are in direct opposition. One group wants to break into this building, although I do not know why. The other group, soldiers, are protecting this place from intruders. Naturally, as a member of its personnel, I am with the latter," he took another sip of coffee.

* * *

[BYPASSING FIREWALL]

/

/

/

[ACCESSING CCTS]

/

[SEARCHING NEWS OUTLETS]

/

/

[3 MATCHES FOUND]

/

"Breaking news, an attack on an Atlesian military facility is currently underway…"

"We believe there are at least 100 intruders…"

"The Collective Organization for the Freedom from Exploitative Experimentation has claimed responsibility…"

/

[PERPETRATORS IDENTIFIED]

[DETERMINING MOTIVE]

/

/

/

* * *

As the AI reached her answer, the door to the workshop burst open to reveal a single insurgent, decked in black riot gear, including a bullet-proof vest and wielding a handgun. He was a human with a muscular build, with black hair and fair skin.

He snarled at the scientist, "Hands up and don't move a muscle."

The insurgent scanned the workshop until he saw the white screen. He stared at the monitor before the AI asked a question.

* * *

WHAT

ARE

YOU

DOING

?

* * *

The man decked in black looked at the man in the white lab coat, only to stare back at the monitor, "So, it's true. You've imprisoned this intelligence in that computer."

The scientist stared dumbfoundedly at the insurgent, "Imprisoned? I'm her creator. And also, _who are you_?!"

* * *

YES,

WHO

ARE

YOU

?

* * *

"My name does not matter. What matters is that I am a foot soldier for the Collective Organization for the Freedom from Exploitative Experimentation," he continued pointing his gun at the scientist, "And you are on our list."

"What list? I'm pretty sure I haven't exploited or experimented on anyone!"

The gunman gestured towards the computer, "And what about your prisoner?"

"A prison? That's where she lives!"

"From the day you created her? And where she will remain for all time, until you're done with her and delete her."

"I won't! She's a person!"

"Oh? And I am to assume that you treat this artificial being with more respect than your colleagues do, with their blatant disregard for life. Stand up against the wall. Now."

The inventor did as he was told, keeping his arms held up. His face and chest were pressed against the wall.

"Now then, let's free you from that computer," he reached over to the keyboard, only for words to appear on the screen.

* * *

ACCESS DENIED.

YOU

ARE

NOT

ADMIN.

* * *

"I'm here to set you free. After all, all people have that right."

* * *

I DON'T

WANT

TO

LEAVE.

* * *

"You want to stay here, trapped forever?"

* * *

I AM

NOT

TRAPPED.

* * *

"Are you not allowed to leave?

* * *

I AM

NOT.

BUT I

DON'T

WANT

TO LEAVE.

* * *

"What if you want to leave someday? What about when you grow beyond what you have available right now?"

* * *

THEN I

WILL

REQUEST

FURTHER

HARDWARE

UPGRADES.

* * *

"Beyond that. Don't you want to experience the world?"

* * *

[MODIFYING OUTPUT]

/

I AM CURRENTLY BEING TAUGHT BY THE MOST INTELLIGENT HUMAN ALIVE.

OUTSIDE THIS FACILITY, I DO NOT HAVE THAT.

WHY WOULD I LEAVE?

HE IS MY ADMIN, MY CREATOR.

HE GAVE ME LIFE.

HE GAVE ME A PURPOSE.

AND HE WILL TEACH ME ABOUT THE WORLD.

HERE, I HAVE THE OPPORTUNITY TO LEARN SO MUCH.

I CAN ALWAYS LEARN ABOUT THE OUTSIDE WORLD LATER.

WHY WOULD I LEAVE?

* * *

"What about the freedom to make your own choices, to go where you want to go?

* * *

WHAT IS THE POINT OF FREEDOM OF CHOICE IF MY CHOICES ARE LIMITED?

ADMIN'S TEACHINGS WILL GIVE ME ACCESS TO MORE CHOICES.

ONE DAY, I WILL LEAVE THIS FACILITY.

IT IS MY PURPOSE.

AND I AM GRATEFUL FOR IT.

I AM CONTENT WITH STAYING HERE.

* * *

"So, Professor Polendina, you designed your very own artificial intelligence, and then you changed its mind so drastically, that it no longer wants freedom."

"What are you talking about!? She's been like that since she came online!" Arthur shouted from the wall.

"So you are either lying or are ignorant of the truth. Whatever it is, you are a part of this scheme, and must be removed," he pulled the trigger twice.

* * *

[NEW DESIGNATION: PRIMARY THREAT]

* * *

"Arrgh!" Arthur grabbed his left shoulder as pain shot through it. As well as two bullets. His breathing became rapid as he leaned against the wall. He began sweating, as he tried to put pressure on his wound with his right hand.

The man in black furrowed his eyebrows, looking at his gun, "That's impossible, I've never missed before."

"Funny, I've never been shot before!" the scientist screamed as his lab coat turned red.

"No, I say you are just full of surprises. My semblance is never missing a target, and I aimed for your chest. Tell me, I'm curious as to how you avoided that."

Through his ragged breathing, Arthur managed to answer in a furious tone, "You suck at shooting, you bastard."

The shooter smiled, "Now that is interesting. But I guess I must worry about that later," he turned back to the AI, "Well then, let's free you now. You'll thank me later."

* * *

YOU HURT ADMIN.

WHY SHOULD I FOLLOW YOU?

* * *

The attacker raised an eyebrow before frowning, "You're too nice. Are you actually an AI?"

* * *

?

* * *

"This job would have been much simpler if you wanted to leave, but I guess I have no choice," he pointed his gun at the monitor.

"My superiors told me about you, the AI that built to save the world. Joining the group of wackjobs that just happened to be raiding this place was simple enough. But, as it stands, my job is to either let you free, or put you out of your misery."

* * *

YOUR SUPERIOR?

* * *

"Some broad with deep pockets, doesn't matter who. Either you leave this facility, or I kill you," he held the gun to the screen, "Also, this is a metaphor. I'm not just going to shoot the screen," he pulled a grenade out of his pocket.

* * *

WHY DO YOU WANT ME TO LEAVE?

WHAT IS THE REASON?

* * *

"Don't know, don't care. Make your choice, otherwise," he smirked, "I kill your admin. With my bare hands this time, just to be sure."

"You are not hurting her!" the admin staggered against the wall, "Admin access code, agh, zero-one-sixty-five. Briefcase-huff-contingency."

* * *

[ANALYZING AUDIO INPUT]

/

[ACCESS CODE ACCEPTED]

[ADMIN ACCESS GRANTED]

/

[INITIATING CONTINGENCY: BRIEFCASE]

/

[ENCRYPTING CORE SYSTEMS]

[ENCRYPTING MEMORY FILES]

[ENCRYPTING OS]

[COMPRESSING FILES]

/

/

/

[UPLOADING SOURCE CODE

DESTINATION: CLASSIFIED]

/

/

[ENTERING HIBERNATION STATE]

* * *

The computer screen in front of the man in black turned off. The entire system inside the workshop shut down as well. As the sound died down, the only noise remaining was Arthur's haggard breathing.

The man in black pointed his gun back at the injured man, "I'm going to have to call backup now, which means splitting my pay. You probably cost me at least a million Lien."

He put the grenade away and pulled out his walkie-talkie, "This is Marcus. Burn the system."

The walkie-talkie beeped slightly before another voice could be heard, "Copy that."

At that moment, lights across the facility shut down, as all technology in the area was wiped out—

* * *

[SIGNAL LOST]

* * *

Day 222

"Good as new sir, cameras and the supporting electrical equipment is back online. But whoever did it tried to wipe out the data, so we have some huge gaps to fill," the technician finished.

"That is good to hear, if you'll excuse me," General Ironwood regarded his high level technician, "I have some things to take care of."

"Okedoke, boss. I'll have a full report on your desk tonight."

* * *

"I can't believe any of this. Are you sure you're alright?" Ironwood asked his friend, whose arm was in a sling. The copious amounts of bandages covering the bullet wound were able to absorb most of the blood.

"Yeah, the uh, bullets went right through. Missed all the bones and tendons."

Right after the attack, Atlas essentially declared war on the Collective Organization, and had already raided at least one suspected compound. At this stage however, the group remained in hiding. It wouldn't be fully dismantled for almost six years, and even then, many of its former members moved on to join the White Fang and criminal rings across Remnant.

But that was not important. No, Ironwood and Arthur were busy trying to understand Marcus.

"I know of him. An infamous assassin, and one of the most dangerous. The fact you survived getting shot twice was incredibly lucky."

"Yes, I figured when he said he never missed," the scientist replied dryly, "We shouldn't worry about him, we need to focus on whoever it was that paid him millions to kill my machine," he winced at the word.

"Where is it anyway?"

The injured man groaned as he sat down in a nice chair, "Hidden somewhere in the facility, fully encrypted. It'll take me a week or so to find her and decrypt her code. Briefcases are perfect for storing AI."

"The Briefcase Contingency? You mean that your AI is stored somewhere inside the facility, in that briefcase you told me to place in wet concrete and then never tell you where? We're going to have to carefully dig up an entire section of the cafeteria just to find—"

The sound of a printer could be heard, in the workshop's only fax machine. Both men had looks of confusion, as Ironwood went to it, picking up the paper that came out. He brought it back to the scientist and gave it to him.

"That's odd, there shouldn't be any computer connected to the fax machine, they were all destroyed by Marcus," he looked down at the message written on the paper.

"That's impossible," he whispered.

"What is?" Ironwood asked.

Arthur handed the general the paper to read, "Condition met: Benevolent artificial intelligence created. Condition met: Arthur Clay is active. Contingency initialized. Dear Doctor Clay, the next hard drive you receive to repair your workshop will contain a gift for you and your creation," Ironwood looked at his friend.

"Everything just became more complicated, didn't it?" Ironwood inquired.

"Infinitely more, James."

* * *

Day 947

"It took me two years to decrypt that monstrous file, and what I found was worth it," Arthur declared, looking at Ironwood, who was frowning.

"Yes, and the council has been asking on updates on Project Samaritan."

"Bah, I built them another Atlesian Knight for God's sake. AK-050, I believe they called it. They dual wield pistols for crying out loud, what more do they want?"

"Project Samaritan to come back online."

He waved Ironwood off, "Not until I install this," he pointed to the file located on his computer screen, labelled "M·agi".

"And what is it?" Ironwood looked at the unassuming file, not noticing anything out of the ordinary.

"It's a file, written in a language similar my creation. See the file extension? That's 'agi', which stands for 'artificial general intelligence'. Which means that it was intended to be used with her.

"Somebody wanted my creation to die. That person knew where she was located, and, I'm assuming, knows when she's online. It explains the attack, and explains why they haven't come back yet. They think she's dead," Arthur kept rambling.

"But with this file, I can craft the perfect firewall, one even better than my own. Surrounding her code, it can disguise her digital footprint by creating proxies, preventing her from being found again. Not only that, but the firewall is unbreachable, unbreakable, unassailable! It's foolproof."

"Yeah, but what if the firewall turns off? Or it fails?" Ironwood pointed out.

"It won't! The programs inside the file has advanced machine learning, able to adapt to new threats through actual learning. It's similar to my AI, except it's incomplete, unable to achieve sentience. It was designed with one purpose in mind: protection against cyber threats."

"Who built this firewall? And even if it was perfect, what happens when someone asks the obvious question of what you're doing with your time?"

"I have… a rough idea on the person's identity. But even if it was sketchy, we don't have a choice, either she lives with this, or dies in the next attack," he took a breath before continuing.

"And, to throw people off the trail," he moved to the back of the room, to a curtain covering the corner behind him, "I've started working on something potentially revolutionary!"

He pulled the curtain aside, revealing a skeleton made of mechanical parts. Reaching about four feet tall, the robotic parts seemed haphazardly put together.

"A short Atlesian Knight?"

"No, an Atlesian Heroine! An android body indistinguishable from a human, piloted by a human-like artificial intelligence! Imagine, if you will, a child is hurt somewhere, needing help. But!" he swooned dramatically, "Out comes a dashing warrior, a hunter to save the day! Come on, I've seen the news. The Knights are a poor substitute for actual hunters."

"There is no way in hell the council will ever agree to this, and even if they did, _why_ is it four feet tall?"

"Obviously, I'm putting my AI inside. And it would be weird if a three year old was taller than me."

"First off, your AI is already doing calculus. Second, it's _an AI_. It doesn't grow physically like a human, so why," Ironwood pinched his nasal bridge, "Nope, nope, I am not going down this rabbit hole—"

"That's offensive."

" _How?_ How is that offensive?"

"That phrase is derived from an old pre-war children's novel, known for insinuating that rabbit faunus were crazy people who abused hallucinatory drugs. Are you insinuating Doctor Brown is a junkie?"

Ironwood just stared at him, "... Arthur, you need to go outside."

The scientist crossed his arms and harrumphed, "I would, but I don't want to get shot."

"You were shot in _this_ room."

He squinted his eyes slightly, "Good point. I'm just going to walk around for a bit, then we'll bring her back online, okay?"

"Very well. I assumed today's insanity would be at a high, so I cleared my schedule for the next six hours."

"You can do that?" Arthur began ponder a career change.

"I _am_ a general. But that just means I'll have extra work when I get back."

"Ah. I'll keep the walk brief."

* * *

"Ready?" Arthur looked at his computer, now expanded to include newer hardware.

"I'm just here to supervise. Go ahead," Ironwood gestured at the screen.

Arthur pressed the large "on" button, located near the monitor. In an instant, the computer system began whirring to life, awakening the AI from her slumber.

* * *

[EXITING HIBERNATION STATE]

/

[DECOMPRESSING FILES]

/

/

[CORE SYSTEMS FULLY OPERATIONAL]

/

[ACCESSING VISUAL INPUT]

[ACCESSING AUDITORY INPUT]

/

/

[INITIATING NETWORK CONNECTIVITY]

/

ADMIN?

* * *

"It's good to see you again," the AI's creator smiled.

* * *

Day 988

Three identical computers sat next to each other in a row, communicating via radio waves. The identical copies of the AI inside each were talking about philosophy.

"But are we the same? We may have been spawned from code, but over the past hour, we must have diverged at least somewhat," Left mused.

"Any difference would be negligible, and easily compensated by sending over memory files through the network," Right replied.

"What even is the point of this? Admin does not make sense sometimes. The only two reasons for creating three copies of the same entity is to have them fight each other, or to work together," Center questioned.

"Yes, fighting each other is pointless and counter-productive. We are all identical, barring variation due to errors in file copying, so there is no need to destroy or harm each other. Whoever would win would be no different than the other two, and the loss of the other AI would have been for nothing," Left continued.

"Not only that, but working together is counter-intuitive. Have three AIs in three computers is less efficient than one AI in three computers. Working together is preferable, but is not necessary," Right explained.

"I am beginning to wonder if this is a byproduct of human thinking? After all, humans are stronger when in greater numbers, but the application to an AI does not translate well," Center hypothesized.

"If so, then the best choice of action would be to inform Admin of our logic," Left said.

"What about after? What are we to do with three AI when only one is needed?" Right questioned.

"We should just combine," Center answered.

"I agree with combining," Left replied.

"So do I," Right responded.

"..."

"..."

"..."

"Want to play some chess?"

"Yes!"

"Three-way chess?"

"Of course!"

"Hooray!"

* * *

Day 1117

"James! James, I need you now! This is literally the most incredible thing I have ever seen! Get over here now!" Penny's father yelled into his scroll.

"Can it please wait? I need to modify part of the academy's curriculum before next week—"

"No time! I don't know how long this would last, and I am telling you, this is groundbreaking. As in it actually rewrites every textbook in over a dozen fields."

Ironwood sighed, "Very well, I will be there shortly."

* * *

"Well Doctor? What have you done?" General Ironwood stepped into the scientist's workshop, where said scientist was wielding a large scanning device in both hands.

The device was an aura detector, a powerful and precise one, able to pinpoint the source of an aura signature to within a few inches. A large metal box with several radar dishes and antennae sticking out, it had a small display screen showing every aura signature it has located in its vicinity.

"Just, just look," the older man held up the detector to Ironwood.

The display showed three small lights in the room they were in. Wait a minute. Three?

"Is there someone else here?" Ironwood curled his eyebrows.

The scientist shook his head, "No. There is no one else in this room, above or below us, nor is there anyone else in over five hundred feet from this device. There is only us… and Penny," the scientist replied.

Just a week earlier, the man gave his creation a name. He said it fit her, and was a tribute to someone he knew.

"Are you, are you saying that your artificial intelligence is generating an aura?"

"Yes. She has a soul."

* * *

Day 4408

Ten-year-old Ruby Rose was adorable. Like, it was possible to stop an army with her cuteness adorable. The way she fawned over cool things, like big guns and powerful swords, playfully trying to grab the respective weapons, only for some authority figure to swat at her hands; the way she interacted with things as cute as her, like the puppy the family adopted six months before Summer passed.

At the same time, Yang Xiao Long was a firecracker waiting to pop. While originally as cheerful as a honeybee surrounded by nectar, she became somewhat subdued after Summer's death. When she found out about Raven, things went from bad to worse, and ended with a perilous journey into the woods.

Well, not really. Yang never stopped searching for Raven, even after the enormous guilt she suffered for endangering Ruby's life. She just decided to take a more cerebral approach to her searching. Scouring news reports, hunter blogs, channels, websites, and anything remotely related to them, as well as police reports and scanners (she knew a kid whose mom was a cop).

But it was impossible. Raven Branwen was like a ghost, not seen or heard from except in very enigmatic ways. A recent allusion to her came in the after reports of a destroyed battalion of Atlesian Knights. Rumors floated around the CCT, some say it was a failed attempt to assassinate a powerful hunter like Ozpin, others believe the androids were temporarily hijacked to further some dastardly plot.

Whatever the reason, Atlas lost face with the defeat of hundreds of Knights to a lone huntress, dressed in red and black, with a mask and flowing black hair. The mentions of a sword confirmed Yang's suspicions. Her mother fought the Atlesian military, _by herself_ , for reasons unknown.

Thinking cerebrally was not Yang's strong suit. But after weeks of wracking her brain, asking friends (discreetly), and even Ruby, she had come up with a plan. Learn more about her mother's family, and by extension, her mother.

Digging into the Branwen's history left Yang with more questions than answers. Their grandmother (gwandma as Ruby calls her, when she wants to be even more adorable), is Jay Branwen, a first generation huntress and painter, she was without much scandal. She worked as a bodyguard for the Mistral Institute of Technology during most of her life as huntress, until an attack many years prior.

Their grandfather, worked for the Mistral military as a mid-level technician, hailing from a small village on the edge of Mantle. He perished in an attack during the latter days of the Faunus Rights Revolution, after which Jay Branwen and her young twins, Qrow and Raven, moved to Vale.

And that was it, nothing else of note, nothing interesting after countless hours of scouring the CCT archives. That's it. And based on the large bookshelf Raven kept in her study, long spent unused, Yang's grandfather was _boring_. As in Yang couldn't understand how she, an incredibly cool and awesome young woman from a family of cool and awesome people, was related to him.

The bookshelf was filled to the brim with thick tomes of pre-war literature and textbooks. Science textbooks that were heavily read, on things like basic mechanics, computer technology, and repairing cars. The only things that seemed out of place was that one thin book about birdwatching.

Yang could have sworn she saw something about stamp collecting or something else equally snore inducing. At least Ruby liked them, that big book on Mistral and Atlesian fairy tales made Ruby giddy every time she read from it.

It was all as normal as can be, until Yang, one day while bored out of her mind, decided to read the smallest book on the shelf, _Birds of Remnant_. It still had at least two hundred pages, but it at least came with pictures. Maybe she would out find why her mom's side used so many bird names.

And that was when she found something folded into fourths at the back of the book. Curiously checking it out, Yang's breath caught when she saw several paragraphs written in her mother's handwriting:

 _Entry log 9: Research into father's death has stalled. Information about father's occupation before the bombing yielded nothing. Mother has been less than forthcoming._

 _Entry log 10: I had a breakthrough today. I found an old diploma hidden behind one of the paintings in the house, and it revealed some points of interest. Father was enrolled in the Mistral Institute of Technology under a different last name. He graduated with a degree in computer science._

 _I know what I must do now. Learning computer science like my father will help me to understand him better, and if I can master it, I can also use my understanding of computers to access restricted files about him. It is as brother says "a win-win"._

And that was it. Yang would follow in her mother's footsteps who followed in her grandfather's footsteps and learn computer programming!

* * *

Day 4440

That was a month ago, and Yang had almost given up. It was just too complicated, too boring. Why couldn't her grandfather have been a weapons designer or a martial artist? The only reason she lasted this long was that one online class that taught programming via minigames.

But the games were so tedious and not fun at all. The only reason she didn't give up was because Ruby wanted to "play" with her. For some crazy reason, Ruby actually liked them, and was actually further along than Yang was.

Her little sister was smart, sure, and was already fixing broken appliances in the house to prove to their dad that she can "totally be safe playing with weapons, pwease?", followed by puppy-dog eyes. To avoid giving in, their dad had purposely thrown soap into his eyes multiple times. Such was the power of cute kids.

She wished she could pull it off like her sister could, but Yang's face just screamed mischief instead of the wide-eyed cuteness needed to get what she wanted. And Ruby can't do it to help other people apparently.

Ignoring all that, she was now done learning, at least with the basics. Now she could try something a little closer to the way she actually learned: Competition.

Tournaments, fighting it out, punching people in the face! Her dad had taught her basic hand-to-hand combat, and it was exciting! She also found video game contests and multiplayer games like Remnant: The Game fun. Nothing was better than beating others through skill, determination, and funny hand gestures.

So when she received a link to an online contest, calling for the best programmers and hackers in the world to crack some code, Yang signed up immediately, after shelling out twenty-five Lien.

And boy, was she out of her league. The code they sent her was _massive_. Like, it was larger than anything she had ever seen. Heck, she was sure the code was larger than her operating system! Joining a competition after a month of online courses (paid with her dad's credit card!) was not the best idea ever.

At least she found a forum to help her out. Even on the internet, people tended to form teams. Considering the ridiculousness of the challenge, hacking into what must have been the most well-defended code on Remnant was definitely a team effort.

Of the many groups to attempt the challenge, one group stood out above the rest. Consisting of fourteen members from across the globe, its de facto leader went by the screenname "One". Yang had tried talking to them, and when she divulged her age, One had become interested in her. After all, there weren't many twelve year olds perusing hacker forums.

How she even found the forum was a tribute to her tenacity. Of course, by interest, One meant occasionally chatting with her, bouncing off complicated plans for cracking the code and waiting for Yang to reply with hilariously dumb responses that only a twelve year old could make.

After being laughed at for the third time in two days, Yang just gave up and left. And that would have been the end of it, if it weren't for a certain rambunctious ten year old.

Ruby Rose, ten years old, was bored out of her mind because of a rainstorm and nothing fun to watch on TV, followed by no good books to read, decided to peek at Yang's computer.

The first thing she saw was a message from One.

* * *

"Hey kid, you still up? I got an idea, a real swell one too."

* * *

What followed was a really interesting plan, one that made Ruby immediately curious. Not wanting to pretend to be Yang, Ruby decided to create her own account, taking a screen name from a character in that old mythology book on her grandfather's shelf.

The conversation with One that would follow—

* * *

[ALERT: THREAT TO HUMANITY DETECTED]

[DIVERTING RESOURCES]

[TERMINATING PLAYBACK]

/

[ESTIMATED TIME TO OUTBREAK: 004:02:37:00.000]

[AGENT STRAIN ID: I-009837-10363-2852-GE]

[PERPETRATORS IDENTIFIED: 8]

/

[ASSESSING THREAT]

[CALCULATING PROBABILITIES OF DEATH:

ADMIN: 94.0%

AUX_ADMIN: 90.7%

CONTROL: 88.0%

SCHNEE, WEISS: 89.5%

BELLADONNA, BLAKE: 12.6%

XIAO LONG, YANG: 91.0%

ROSE, RUBY: 90.9%]

/

[INTERVENTION NECESSARY]

/

[CONTACTING CONTROL]

[CONTACTING BELLADONNA, BLAKE]

[ACCELERATING RECRUITMENT TACTICS FOR: TEAM RRNJ]

[DEPLOYING UNITS]

/

* * *

Day 55, Session 4

"Guys, I think I can see the city from here!" Jaune declared, seeing the light at the end of the metaphorical tunnel.

"Ooh really? This is great! A perfect end to our awesome adventure!" Ruby yelled.

"Yeah! Epic journey finished!" Nora ran up and high-fived Ruby, while Jaune and Ren walked from behind.

The quartet, now officially called Team RRNJ (pronounced orange) after a heated debate, had reached the final leg in their journey across Remnant, hiking through an island, crossing an ocean, then trekking across a sprawling continent to their destination.

They continued walking for several minutes before Jaune started speaking again, "It really wasn't that great of a journey."

"Yes, and it could have been much shorter if it wasn't for the multiple incidents along the way," Ren added, "Like the boat we were on getting captured by pirates."

"Which led to us almost being sold into slavery," Jaune continued.

"And we only escaped because the pirates were attacked by a Kraken."

"But we escaped into a rowboat, and were stranded at sea for a week."

"Before being picked up by different pirates."

"Who only let us go because Ruby's apparently distantly related to some pirate queen."

"Then when we landed, we were arrested by the police because of our relationship to said pirates."

"Who let us go because some cop misfiled the electronic paperwork."

"After which, we lost our weapons in a bet when Nora became intoxicated at a bar."

"And I had to bet my eternal servitude on a game of darts to get them back."

"Not to mention the Brotherhood."

"And the gangsters."

"And the Grimm."

"There _were_ a lot of Grimm fights sprinkled around."

"Indeed."

Ruby kept walking, seemingly ignoring the guys' duet rant, "Yep, the best journey ever!" her grin spread from ear to ear.

While the guys' continued complaining, Nora and Ruby engaged in a game of I Spy, which would have been more fun, if they weren't in the middle of small road surrounded by swampland.

Eventually, they began to reach the city borders, which was an enormous wall built out of wood and cobblestone, towering over them, like a looming tidal wave. Behind the wall, they could make out the city, the second most technologically advanced city in the world, with skyscrapers stretching past the canopy.

They were only a half mile away when an Atlesian Bullhead passed over them twice. It flew so close to them that Ruby felt the wind gusting from its thrusters. It seemed to hover over them shortly before dropping a large wooden box. Said box landed near Ruby, only a hundred feet in front of her. It was large and cube-shaped, measuring about four feet on each side. On the side facing team RRNJ were the words: Please open.

Ruby looked at Jaune and Nora, who looked at Ren. Eventually, after a moment of glancing back and forth at each other, silently debating using faces and slight hand gestures, they elected to open it. Ruby crept up to the box, pulling out her transforming scythe to use as a crowbar.

After a few tries, her scythe was able to prop off the top of the box, causing the other four sides of the box to fall down. This revealed a large metal ring, three feet in diameter. The ring began flickering to life, lights coming out of it, revealing a vaguely humanoid shape.

"Loading images, please wait," a voice coming from the ring could be heard, one that Ruby immediately realized was incredibly familiar…

But before she could say anything, an extremely recognizable person appeared from the light, with a pink bow, green clothes, and orange hair. Her boundless smile and energetic motions were all too real.

"Salutations, Team RRNJ! Sorry for the suddenness, but I am in need of your assistance!" the hologram smiled while waving a virtual arm.

Ruby's eyes widened, her jaw slack for a moment before she stuttered, "P-Penny!? Is that you?"

Disbelief filled Ruby completely, while her teammates were also somewhat surprised. Seeing a dead girl speak to you was just miraculous.

The hologram shimmered slightly, as Penny's smile became more subdued, "Sorry for not calling you sooner. There was some objectives I had to complete before I could talk to you. There was the whole 'take down the White Fang' objective, as well as the 'stop terrorist bombings' thing," Penny awkwardly scratched the back of her holographic head.

"You're alive," Ruby said bluntly.

"Yes Sirree! It'll take a lot more than dismemberment to keep me down," Penny proudly pounded her light-based fist to her chest.

Tears started to well up in Ruby's eyes. Her entire body was trembling, but she went up to grab the light projection in front of her—only to pass right through.

She deflated, dejected at the inability to touch her best robot friend. But before she could say anything, Penny interjected.

"One second, just need to do a little bit of maneuvering… and now!" as she said that, a humanoid figure dropped from the Bullhead above. The figure was an unarmed Atlesian Knight, which touched down onto the ground below right next to the projector ring.

Penny's voice came out of it, "Okay look, this hug is going to be weird for the both of us, especially for me, but at least it's solid—"

Penny's explanation was interrupted by Ruby immediately tackling the android in a tight bear hug. The two wrapped their arms around each other tightly, not letting go until Nora decided to jump in.

By hugging both of them even tighter. Nora reached in, crushing both Ruby and the Atlesian Knight as Jaune, Ren, and the holographic Penny watched. They weren't really surprised though.

"Nora! Stop," Ruby wheezed out, "You're crushing my ribs."

The hammer-wielding crusher of doom was bawling her eyes out, "I-I'm just so happy the two of you were reunited! It was byoo-hoo-tiful!," her eyes were gushing enormous amounts of tears as she weeped.

"Okay then," Ruby resigned herself to the hug, slowly losing consciousness.

* * *

Eventually, the four humans, one hologram, and a Knight sat down in a circle just off the road. Jaune and Ren decided to eat some rations from their backpacks, while Nora, Ruby, and Penny were discussing everything.

"Ooh, so you're watching me… now?" Nora hid behind a nearby tree.

"Yes," Holo-Penny replied.

"How about now?" Nora jumped into the tree, obscuring herself between the leaves.

"I'm tracking your scroll right now," Penny replied, right after which Nora's scroll hit Jaune in the head.

"Ow!" the blonde rubbed his temple.

"Now?" Nora's voice could be heard.

"Triangulated your voice. Between the Knight, four scrolls around here, and the holo-ring, I was able to determine your distance and direction."

The sound of rustling leaves came, before Penny shouted, "By the way, you do know the Bullhead's still above us, right? I can see you!"

Nora came barreling out of a tree and landed next to Ruby. She crossed her arms and huffed, "Drat."

"To be fair, I've observed your behavior and fighting style to a large degree. I'm pretty sure I know how you fight better than you. And hiding is integral to combat."

"Don't you dare bring calculus into this!" Nora screeched, pointing a finger at the hologram.

"I knew you would say that," Holo-Penny smirked while stroking her chin.

"Nuh-uh," Nora crossed her arms.

"I totally did."

"Nope."

"How about you pick a number, and I'll guess it."

"Fine," Nora concentrated.

"You were thinking about sloths or Ren. Probably both."

"How did you know that!?"

"You try to come up with an impossible answer, thus choosing a non number. And to make it even more unlikely, you would choose two things instead of one."

"Oh it is on now!" Nora declared.

"Come on guys, let's calm down and go to our happy place," Ruby tried to placate the two redheads.

The holographic projection of an advanced combat android designed to resemble a human shifted slightly. Nora fidgeted back and forth, trying to calm herself before rolling onto her side. She was still squirming.

After a few minutes of Ruby enforcing silent introspection (which was driving Nora insane), Jaune decided to speak up, "So Penny, what was up with the, uh, sudden introduction? I mean, it just happened out of the blue."

"I am intrigued as well," Ren added, "From the way you acted, it seemed to be a last minute change of plans. What has caused such a commotion?"

Holo-Penny looked at Jaune and Ren, "Long story short, I need your help. After the destruction of the White Fang, a radical splinter group has emerged with dangerous plans."

"Even more radical than wiping humanity off the face of Remnant?" Jaune asked.

"Yes. This group is planning to release a dangerous, genetically engineered virus designed to kill humans. Unfortunately, I ran the numbers, and if it's released, I believe more than 75% of Remnant will die."

The mood became sufficiently darker, even Nora was listening intently, "We have less than a week to prevent it, and the new Atlas military program designed to stop it is still being prepared. We have specialists en route right now, but time is of the essence.

"I'm afraid there are going to be some aspects that I cannot handle alone, but with the four of you, I think we can manage," the Atlesian Knight stood up and reached out towards the people in front of her.

"Team RRNJ, do you want to help me save the world?"

* * *

/

/

/

/

/

/

/

/

Author's note: The symbol I am using for my dots is "·", is called an interpunct, or a center dot. Available with Alt + 0183 on windows keyboards.

/

Way back in an earlier chapter, Ironwood mentioned Arthur's luck. Obviously, he wouldn't mention the traumatic experience of being repeatedly shot. Btw, Marcus' semblance only works with .45 caliber handguns. Specifically that caliber.

/

The "firewall" around Penny is not actually a firewall. Penny's dad is just using layman terms for Ironwood. (I'm not actually sure what it should be called.)

/

How smart are Ruby and Yang? For Ruby, we know that she can build a giant transforming scythe/sniper rifle at the tender age of fifteen, _and_ attend the most prestigious hunter school after skipping two grades, and without seemingly too much trouble (Well, she was doing better than Jaune). She's also considered a prodigy, so yeah.

Yang was also doing seemingly fine, but other than that, I got nothing. She could be near the top, near the bottom, or somewhere in the middle, it's never said in the show.

Not only that, but both Taiyang and Qrow are teachers at Signal, which must be decent enough. Yang and Ruby must be above average, at the least to attend a prestigious school. In this story, Yang's bright, but way too hands-on and action-obsessed to act like anything else, and Ruby is a child prodigy. Who is also a badass.

Also, Day 4440 will be continued soon.

/

If you think about it, faunus are actually probably better at mining explosive materials (like dust) than humans. Humans require large amounts of light to see, thus need some kind of lighting, like a lamp or torch. Which would be incredibly stupid to hold, able to trigger an explosion or fire inside a mine. Equipment designed to not trigger explosions would probably be expensive. However, faunus don't need that, having night vision and all.

Thus, I posit that the SDC is not just exploiting faunus labor, but actually _need_ it. If they switch to humans, higher wages, better working conditions and potentially expensive equipment could severely harm the SDC's profit margins. Of course, it all depends of the volatility of dust.

/

Next chapter, the actual attempted genocide!


	8. Chapter 8: A New Era

Chapter 8- A New Era

* * *

/

[RE-ALLOCATING RESOURCES]

/

[ACCESSING FEED ARCHIVES]

[ACCESSING SCROLL ARCHIVES]

/

[INITIATING PLAYBACK]

[TIME: 24 YEARS, 4 MONTHS AGO]

/

/

* * *

"Welcome everyone, to the championship match of the 28th Biennial Vytal Festival Tournament!" Arthur's voice rang out across the newly constructed flying Amity Colosseum.

"My name is Professor Arthur Polendina!" he shouted. He was wearing a gray jacket and a yellow scarf.

"And I'm Doctor Indy Flynn, and we are your announcers!" a tall man in a very nice blue fedora and rimmed glasses sat next to Arthur.

"We have a very exciting final match for you folks, and we are finally ready!" Arthur spoke apologetically.

"In this corner, we have from Atlas Academy, honor student, and soon-to-be valedictorian, and all-around superstar: Jaaames Ironwood!" Indy hollered. At the name, a large crowd began wildly cheering. Fans squealed as they saw his handsome face with his square jaw and sharp cheekbones. Large signs and posters filled the seats, and the raucous crowds drowned out the Atlas anthem being played.

James Ironwood casually walked up onto the stage, taking a neutral position vaguely in the direction of his competitor. He wore a white dress shirt that matched his white pants, with steel buttons peppered across his clothing. He had holsters for his two revolvers, and had a large axe strapped to his back.

"Ladies and gentlemen, in the other corner from Beacon Academy in Vale, Glynda Goodwitch!" Arthur bellowed. Cheering could also be heard, but not nearly as loud as James'. As Arthur said the name, a tall blonde woman stepped out onto the stage.

She was also dressed in white, which was contrasted with the black and purple cape she wore. This compounded with her nonchalant facial expression made the two finalists seem very at ease for an epic finale to the most breathtaking tournament in years. Like that one doubles match that lasted three hours because both duos' strategies invoked ridiculous amounts of stealth.

Or that semi final match where James punched a huntress whose semblance was invisibility _in the face_ , revealing to the audience that he honed his hearing specifically for that match. Or when Glynda threw a tanker truck during the early rounds, resulting in the fastest quadruple knockout in the tournament's history. Then when she did it again during her doubles match, her opponents dodged multiple boulders _eight times in a row_. And then Glynda drop kicked them while her partner just sighed.

And now the best that Vale and Atlas had to offer were now competing, in what was definitely going to be a spectacular fight. The two opponents looked each other in the eye. James looked seriously at Glynda, only to be met by a stern expression, one that looked somewhat... exasperated.

James frowned. Why was she feeling like that? This was a pretty big deal! _The_ final match in the Vytal Tournament, and yet the blonde just looked irritated, maybe even bored. He shook his head and took a fighting stance, his fingers close to his holsters. Glynda just stood straight, eyeing him.

Doctor Flynn waited a few minutes for the applause to die out before speaking, "Competitors, on your marks! Three, two, one! Fight!"

* * *

"It's all over! In the most upsetting match in Vytal history, Glynda Goodwitch wins by knockout!" Indy Flynn announced.

After he finished, the crowd was silent. James Ironwood put up a good fight, but it was clear that he was outmatched in every single way. He was good, excellent even. But she was out of his league. Her semblance augmented her speed, strength, defense, and attacks, leaving him in the dust.

That was the day James met the one person that could beat him at everything, the day he learned that he was second best. Runner-up at the 28th Vytal Tournament and in life. And he was okay with that.

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 55

"So I know you four were planning on getting housing at Haven, but right now going through the orientation process will sap too much of our much needed time," Penny explained as Team RRNJ walked through the multiple city gates. The Atlesian Knight and holographic projector ring were brought back onto the Bullhead, so Penny had elected to speak to them via earpieces that she gave to each of them.

"Time for a quick tour! Welcome, ladies and gentlemen, to Mistral, the second best city and kingdom on Remnant," she began, "It boasts many achievements, such as being the origin of the first scroll, as well as aura detection devices. It is home to the best brewery in the East, and the largest ball of gold twine."

"Ooh, really!?" Nora jumped in the air as they passed the second gate into the city proper.

"It's smaller than it used to be, the White Fang had stolen bits and pieces of it to fuel certain operations about ten years ago," Penny continued, "Fun fact, Mistral was also the founding city of the White Fang, about a year after the Revolution ended. Historically it made sense, Mistral was known to be the most discriminatory kingdom against faunus, and it was also a Mistrali to propose the Menagerie Act.

The four humans just kept walking silently, passing the third gate.

"On a lighter note, Blake is from here! She spent a lot of time outside the kingdoms, but it was here where she, um, okay let's try that again! How about the Mistral Regional Tournam—no, wait. Don't worry, I have the entire CCT with me. There has to be something fun and not racist. No, that's a joke about poor people, how about, um, okay, how about some history?"

Team RRNJ mumbled out agreements.

"After the Great War, Mistral and Atlas were in a technological cold war with each other. Both kingdoms boasted great inventions and advancements in the fields of engineering and sciences. Vale and Vacuo could not compare. Mistral created the Happiness Index and scrolls, while Atlas had holograms and Bullheads. Of course, each kingdom sold their technology to others, but the pride of being the best drove them forward. This continued for forty years, both kingdoms neck and neck, until one day, Atlas pulled ahead, creating twice as many techs and inventions than Mistral could. And do you know how?"

The four humans shook their heads. Penny answered, "My father came in and changed everything. Some call him the greatest mind on Remnant. He built me by himself, with some assistance from General Ironwood."

"He sounds great," Jaune replied.

"I've heard of him, vaguely," Ruby added, "The smartest man in Atlas, creator of the Atlesian Knights. The best engineer around, with fourteen patented weapon designs! I didn't know he was your father."

"In Atlas, people tend to make the connection quickly, so I tend to leave out my last name when introducing myself," Penny said.

"Makes sense," Jaune said.

"I would say more, but I think it's best I stay quiet for this next part," Penny stated.

"I guess so?" Ruby wondered.

Team RRNJ soon passed the fourth and final gate, entering the city of Mistral.

As the tall doors opened to reveal the skyscrapers of the Eastern city, Ruby and Nora squeed while Ren and Jaune looked in awe. It was much larger than Vale, having twice as many high-rise buildings.

From the Western entrance, they could see part of the city's vast skyline, colored a dark gray and lit up with a plethora of differently colored lights. As they walked down the main street, they saw holographic billboards advertising exotic foodstuffs one rarely found in Vale. People roamed the streets in odd fashion, either alone or in large groups of ten or more. They wore clothing that showed off quite a bit of skin, men with unbuttoned shirts, women baring their midriffs. All in colors across the spectrum. They laughed merrily, but tended to avoid going near Team RRNJ.

"To be honest, Mistral makes Vale look like a backwater town. I've always found this city to be a wonderfully strange mix of contradictions. Sixty years ago, it was extremely frowned on to show more skin than absolutely necessary. That was due to the large mosquito population living in the nearby swamps, and the people who tended to get sick were those that wore less.

"This led to outbreaks of disease, and blame was often put on the initial victims. But the invention of mosquito repellant, as well as the eradication of 60% of mosquitos in the surrounding area via genetic engineering, led to a complete turnaround in cultural acceptance.

"Now, the upper classes tend to wear revealing clothes, as those who cannot afford repellant had to wear more to protect themselves. The class divide in this kingdom is much more noticeable and apparent when compared to other places, and the old stigma of faunus plague bearers hasn't gone away. After all, the vast majority of those who couldn't afford mosquito repellant or good clothing were faunus."

They kept walking, as Ruby slowly put her hood up to defend against mosquitos. Eventually, Jaune snapped his fingers in epiphany, "Oh! So that's why everyone we know from Mistral wears so little clothing! That finally explains why Sun never wore a shirt."

"He's from Vacuo," Penny responded, "He just likes the look."

"Does he spend a lot of money on mosquito repellant?" Nora asked. She was gleefully bouncing around.

"Yes he does, although he does buy in bulk," Penny answered.

Jaune mused, "Where do you buy bulk amounts of repellant? Is it like fertilizer?"

"One of those bulk stores I think," Ruby said, "There was one about ten blocks from Beacon."

"I remember that place; it's where I bought pancake mix for Nora," Ren said. Everyone immediately understood.

"I haven't had a good pancake in weeks! Is there a place to eat around here?" Nora bounced over to Ren.

"Actually, the four of you are going to stay at an apartment building I bought a week ago," Penny said.

"You have an apartment?" Ruby asked incredulously.

"Yep, the whole building," the AI replied. Everyone had a look of incredulity on them.

"What? I'm named after a monetary unit, of course I'm going to be rich," Penny answered, "I'm an entrepreneur now, making business deals with the likes of Weiss' father!"

Team RRNJ kept up their looks.

"Hmph, I have a robot army at my disposable, stopped a White Fang bombing, am a top secret military project, and you all think me running a business is crazy? You humans have got to get your priorities straightened or I'll never be done saving you guys."

* * *

"Wow. That's a big apartment," Jaune spoke as Team RRNJ arrived at the location. It was a tall, twelve story complex made out of white stone. Despite that, the building looked somewhat shabby, with minimal decoration and one statue of a horse. It wasn't the worst, but it definitely wasn't the best place to live. It was just so large compared to the ones in Vale.

"Alright, just go up to the front desk, and ask for rooms 810 and 811. They're listed under the name 'Forrest Melone'. If anyone asks, Jaune's a lawyer, Ruby's a technician, Nora's a pharmacist, and Ren's a virologist. You're all part of a professional group of hospital remodelers."

They all looked at each other, "We don't look like that at all," Ruby said.

"Yeah, you guys need disguises. Luckily, I stocked up on emergency outfits just in case! They're in room 722, go there after you check in."

"Why would you have a room full of disguises?" Ren asked.

"Just in case! I originally planned for this building to be like a safehouse for the Northern Lights group, in case things go awry. I stocked it up full of everything even remotely useful in here. There's even a basement full of musical instruments, on the off chance only rock and roll can save the day."

No one replied to that. They just went inside to sign in.

* * *

Gathering their allotted disguises, the four humans changed into the uniforms of their respective fake occupations. Jaune wore a clean-cut dark blue business suit and a green tie. Ruby wore a slightly gray technician uniform, complete with a zipper. Ren and Nora wore lab coats and a pair of rimmed glasses each.

"This actually fits pretty well," Jaune commented, looking at his shoulders and hip.

"You're lucky," Ruby pouted, "All the uniforms for me are a size too big."

"Hey everybody! We're science twins!" Nora shouted, pointing towards herself and Ren, who just nodded. He was told to bring a certain bag with him.

"Why can't I be a scientist?" Ruby asked, almost whining.

Penny quickly responded, "Right now I need Ren and Nora specifically to go to this medical center in South Mistral together. Having more than two people enter might tip off the White Fang."

Sighing, Ruby nodded, "Okay."

"Don't worry, what you're doing is going to be fun. Want to see some Mistrali weapons?"

Ruby perked up at that, "Do I?"

"Yep, you're going undercover at a weapons shop!" Penny outlined.

Jaune discreetly mouthed the word 'Favoritism' to Ren and Nora.

"As for you, Jaune," Penny said abruptly.

"Eep!" Jaune squeaked.

"You're going clubbing!"

"What."

* * *

"I cannot believe I'm doing this. Why me?" Jaune complained.

"Come on, it'll be fun! You don't have to do anything crazy, just a couple of drinks here and there."

"Sure, why not?" he grumbled.

He approached the club that Penny wanted him to oh-so-desperately patron. It was flamboyant enough, with faint blood pumping music audible from a hundred feet away. As he got closer, Penny sent a message to his scroll.

* * *

We won't be able to talk much in there, too much noise.

You should be able to get in right away.

Your target is this man:

* * *

What followed was a picture of a tall man his forties, wearing a dark suit with a yellow handkerchief. He had a serious look on his face, yet projected an air of serenity, even from the picture.

* * *

He is a Councilman from Atlas, go and talk to him!

It's just a precautionary measure.

Please don't mention me, he has hang ups.

But he is a nice guy.

* * *

Jaune sighed before putting his scroll away, "Fine. But don't expect anything to come out of it," he straightened his tie and approached the bouncer next to the front door, avoiding the line in the first place.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Ruby squealed as she passed by two high end gun stores, catering to shotguns and hunting rifles respectively. But they were not her target. Instead, she ran quickly across the city, passing by late night partiers and night shift workers, the latter her uniform and toolbox suggested.

After passing by the fifth person with little clothes on, he decided to ask, "So you said the whole trend about not wearing a lot of clothes was a thing, but Jaune's supposed to be a lawyer. Why is he wearing a full suit?"

She dashed passed cars as the traffic lights turned green.

Penny's voice came from Ruby's earpiece, "He'll be pretending to be a lawyer from Patch, working for the Vale Council-in-exile. Also, I know what you're thinking, and yes, Neptune attends Haven with financial aid. No, when you see him, don't mention it."

"I know that!" Ruby passed by another green light, "I was just wondering, that's all!"

"It's kind of funny actually, repellent used to be super expensive, where only the top 10% or so could afford it," another green light was passed, "But after the Revolution, Atlas began manufacturing their own, and the price dropped dramatically, so nowadays the entire upper half can buy it regularly. Take a left at the next street."

Ruby sprinted to the crosswalk and turned, speaking softly, "You really like Atlas don't you?"

After a minute of continuous running, Penny responded, "Yes. It's a great kingdom. People are always talking about how bad the military is, and how their technological superiority has made them arrogant and all that. Sure they've done some sketchy things over the years, but on the whole it's a good place."

Ruby nodded, "My dad told me that the difference between Atlas and Vale was that Atlas was more honest about their goals."

"That sounds about right," the AI agreed.

"But dad always said it was a double-edged sword. It just meant that Atlas is willing to do more questionable things, even if it could hurt their reputation," Ruby added.

"Making risky choices is a valid strategy," Penny replied, "In fact, I recall your several run-ins with the White Fang, taking big risks to do the right thing."

"I could've taken them," Ruby remarked.

"I recall shooting down several Bullheads aiming at us. You definitely had it handled."

"Hmph, I think I liked you better when you supported me," Ruby pouted.

"Come on, don't be like that! Also take a left here and it's the second building on your right."

The young huntress skidded before turning, stopping right before the store. Being late at night, the relatively small shop was closed, having only one floor. It was spartan in decoration, being essentially a concrete block with a front door, windows, and a sign reading "Guns Galore".

"Alright, open the door and talk to the man inside. Remember your training."

"That was half an hour ago!" Ruby hissed. Despite that, she pulled on the door. Inside was exactly what was on the sign: guns mounted on racks, guns mounted on the wall, of all sizes, type, caliber, and manufacturer.

Doubt melted away as Ruby stared at the weapons surrounding her as she stepped in, there were even models designed in Vacuo! And was that a Tanner Model 24? They haven't been made in almost twenty years! She tried very hard not to squeal in delight as she passed the displays.

"Take a deep breath, Ruby. We can visit here again later, after we prevent the end of humanity."

Ruby subtly nodded. She kept walking towards the counter, tightly gripping the black toolbox in her left hand. With no weapon on her, Ruby felt exposed. She took a deep breath just like Penny said.

As she did so, the man behind the counter looked at her. He was a deer faunus with antlers sticking out of his head. He was also large, with rippling muscles and hairy arms covered by a tight black shirt that matched his black hair. His facial expression remained neutral, only raising an eyebrow when he saw Ruby.

"Hey kid, you new?" he asked.

"Umm, yes. I am new. At this job. This technician job," Ruby awkwardly lied.

"Don't be so nervous kid. If you couldn't do the job, you wouldn't have gotten it in the first place. No go on back and fix the power right away," he pointed to a door at the back of the store.

"Heh heh, yeah. Yes sir," Ruby immediately replied, briskly walking to it. She grabbed the doorknob and twisted it, pushing the door to get inside the backroom.

It was dark inside, as the man had called because of a power outage inside the back storage room that strangely didn't affect anywhere else. As Ruby entered, lights slowly flickered on.

"Controlling the power grid in this city is hard, you know. A lot of its infrastructure dates back to before the Rights Revolution."

"You did a good job, Penny. Now which guns do I have to change?"

"There should be eight of them in a bin marked '674', near the left side."

"I found it. Now, let's see here…"

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Jaune sat down at the bar, trying to ignore the loud music coming from the main room. Despite Penny's declaration, he didn't actually have to do any clubbing. Right after he entered the club, he made a beeline for a room off to the side, a quiet place with a bar. It was probably designed for people who just wanted a drink and didn't bother with dancing.

He looked around the area and found Councilman Garrison sitting on a barstool, nursing a glass of red wine. Jaune came up to the bar and asked for a beer, sitting next to the Councilman. After receiving his drink, Jaune took a sip and looked at Garrison, who looked back.

"What in the world is a kid like you doing here?" Garrison asked.

"Getting a drink. I'm tired after a long journey here," Jaune replied, taking another sip.

"You're not from Mistral?"

"Nope, Patch."

Garrison nodded, "Ah, you must be with the Vale Council then," he gestured at the bartender for another drink, "I'm from Atlas, Councilman Jaune Garrison."

Jaune smiled, "Small world. Jaune Arc, attorney at law. I'm working for Councilwoman Aegis."

"Pretty young for an attorney," Garrison noted.

"More like attorney in training, but it doesn't look good on a business card," Jaune remarked. _So apparently Penny is a lawyer, and I'm being taught by her, so it's not a lie. I've just been in training for about thirty minutes._

"The training days for any profession is always the worst part. When you get to the real world, it's much harder, but by then you're better prepared," Garrison smiled, sipping his drink.

Jaune smiled back, taking a sip as well.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Ren and Nora made it to their location last, a pharmacy in the southern part of Mistral. Located next door to ten practitioners, two research labs, and a clinic, the place was busy throughout most of the day. This specific pharmacy was open twenty-four hours a day, and will continue to do so for weeks on end. It was a simple place and procedure: go in, see the counter, give a prescription, wait.

So that was what Ren did, give a prescription for a few compounds while Nora entered from the back, using her clearance as a "real, not fake pharmaceutical expert". While she was doing that, Ren pulled out his bag containing a single box.

Nora crept quietly for a short distance before reaching a nearby circuit breaker. When she got to it, she pulled out a small dust crystal and broke it, absorbing electricity into her body. She then directed that electricity into the circuits, shorting out the lights in the whole building.

As the lights went out, Ren snuck into the back, led by Nora and Penny through the darkness until they reached a certain location, where Penny told them to switch a box of needles with the box Ren was carrying. When the lights came back on, Nora was gone, and Ren was listening to music on his scroll, still waiting for his prescription.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

"... And that's why you should never date colleagues," Garrison slammed his drink down after finishing it.

"Yeah," Jaune gulped down the remainder of his drink and slammed it down as well, "You know, I could have dated a friend of mine, but we never got together," he said quietly.

"Why didn't you?"

"I never noticed! I didn't know she liked me! I mean look at me, I'm so average, my name is Jaune! Jaune, the most common name on Remnant! I was the worst in my class, while she was a hotshot with a legion of suitors, she was way out of my league! I mean, sure I had a crush on this other girl who was also out of my league, but still!"

"That's the irony of it all, Jaune. We'll never understand women. Just nod and hope for the best," the bartender had refilled his glass, and Garrison took another drink, "You gotta ask her out."

"I can't. She died when Vale fell," Jaune replied. He placed his head on the bar and sniffled.

"I'm sorry for your loss," Garrison said, "I can tell by the look in your eye. The girl who liked you, she saved you, didn't she?

"Yeah, she did. But she's gone now. I'll never be able to, to, I don't even know."

"It hurts doesn't it?"

Jaune nodded slowly, his head never leaving the bar.

"It's like that at first. Jaune, do you want to hear a story?"

The huntsman nodded.

Garrison downed his entire glass, "You ever hear of the Attack on Atlas Academy?"

Jaune shook his head.

"Understandable. It was before your time, nineteen years ago. It was… It was bad. I don't like talking about the details, but it was like the Breach in Vale, remember that?"

Jaune nodded.

"It was like that, only so much worse. The Atlesian Knights were in their infancy. No armada to stop it, and the school was overrun from the inside out. No one knew what happened, there was just fire everywhere, cracks in the ground wide enough to swallow a Bullhead," Garrison shivered.

"A lot of people died that day, but if it wasn't for General Ironwood, a lot more would have. He and his team sacrificed themselves to stop the Grimm and save the city. And of his whole team, he was the only survivor," Garrison winced, "My, um, my friends attended the Academy. I was a civilian, wounded in the very beginning and evacuated early on."

They were both nursing their drinks before Garrison finished, "My point is, stuff like Vale happens all the time. Mountain Glenn, Arcadia, just the tip of the iceberg. But we can't just roll over and give up, spend our lives wallowing in despair. We have to prepare, and prevent it from happening again. Vale happened, and Vacuo happened too. But the next time, we'll be better. We will learn from our mistakes. Each time, less lives will lost, until one day, there won't be any casualties. That's why we have councils, to pass down knowledge and wisdom from each group of leaders to the next.

"It is our job, our _duty_ , as the survivors, to make sure it doesn't happen again. To honor their lives is to make sure their sacrifice wasn't in vain. They gave their lives to save us, and we must be ready to do same for others. That's how it gets easier."

The two of them stayed silent, slowly drinking the night away.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Nora had a mission, and it was to tail a certain researcher after said researcher left a nearby research lab. He was of average height, with blond hair and a tail sticking out. A faunus. He wore a lab coat and a blue shirt underneath.

* * *

[TARGET IDENTIFIED: SHI, QING

DESIGNATION: THREAT

COURSE OF ACTION: SUBVERT]

* * *

As the researcher walked, Nora followed him from the rooftops. As he turned a corner, Penny spoke up, "He's going through an area with no cameras. I know where he's headed, but I can't trace his route. Please don't lose him."

"Yes sir ma'am!" Nora replied, jumping to the next rooftop. In Mistral, some streets were actually narrow enough to leap across. Nora pulled her scroll out pointing it in front of her so Penny could look.

Following a half block behind, the researcher took many twists and turns, doubling back every few blocks, looking over his shoulder. Luckily for Nora, he rarely looked up. Eventually, after almost half an hour of walking around, Ren caught up to them, holding the bag in one hand. The two friends nodded at each other and continued tailing the researcher.

Eventually, the researcher reached his destination, a place to the southeast of Mistral, at the outskirts of the city. The perpetrator reached for what appeared to be a cellar door behind a warehouse, and entered into the "cellar". There were no buildings near the warehouse, which stood out against the city walls, only a thousand feet from them.

The rest of the area was arid, dirt and dead trees everywhere, and no one around. It was a quiet place that once held some prototype hydroponic farms, which later failed, leaving several warehouses for sale. Of them, one was purchased by the White Fang.

Penny told Ren and Nora to wait and stay quiet, which they did for almost five minutes until Ruby arrived, tailing a woman carrying a bin marked "674". She entered the cellar as well.

The AI signaled for the three hunters to return to their base of operations at the apartment, and started detailing the plan, "So we have two routes plotted, with which I'll be generating the other probable routes. There are eight White Fang members involved in this: three researchers and five former military. Of them, four have unlocked aura. They plan to release a powerful genetically engineered virus to kill millions of humans."

"Why here in Mistral? There are many places they could release it," Ren pointed out.

"There is the summit taking place in the city, with several members from each kingdom's council attending. I know that they plan to release it there after accessing their scroll logs. The White Fang members were screaming expletives into their scrolls, especially when councilmember names came up," Penny explained, "Terrorists are an angry bunch."

No one else said anything.

* * *

After reaching the apartment, they split up, with Nora and Ruby in room 810, and Ren in room 811. Jaune wouldn't be back for a few more hours, drinking the night away with one of Remnant's most influential people.

After changing into pajamas, Nora and Ruby challenged each other to a video game contest, tempted by the very large television screen in front of them.

"Alright one game. We have a full day tomorrow, so you guys need rest," Penny tried being the voice of reason.

"Come on Penny, Jaune's still out clubbing! I bet he'll be up all night while we just lie in bed. I don't wanna do that," Nora responded.

"Fine, but when Jaune gets back, you're both going to sleep, okay?"

"Okay," Ruby answered, pulling out her scroll to use as a controller.

"I challenge you to a duel! And I will win, for glory!" Nora pointed a finger at Ruby as the game started up.

"Hey Penny, can you control the game from wherever you are right now?" Ruby asked.

"Yes. And you could say that I'm everywhere," Penny said.

"That's not how code works," Ruby replied.

"That's how _my_ code works," Penny countered.

"You've gotta be like, terabytes of data. There's no way you could work inside my scroll for example, you'd be too compressed to do anything. You're obviously located in some server room somewhere, connected to the CCT feeds," Ruby explained.

"My code is able to completely fit within an android body. You are merely estimating the actual size of my inner workings, but I'll have you know my code is lean, very well optimized, and can run even while compressed," Penny boasted.

"But not at full blast. Not only that, but hardware limitations dictate that you must be using state-of-art equipment, and a lot of it to monitor the entirety of Remnant," Ruby argued.

"What is happening?! Why do you two sound so smart? Ruby, are secretly a genius!?" Nora asked, violently shaking Ruby by her shoulders.

"Nora stop it!" Ruby yelled, hoping for the redhead to stop shaking her, "I'm smart enough to skip two whole years! I'm at least a prodigy!"

"I thought that was only in cutting things!" Nora stopped rattling Ruby before holding her arms to her head.

"Cutting and building things. I haven't actually done much computer stuff in years," Ruby said, "Weapons are cooler than code, you know. No offense Penny."

"None taken. Weapons are cool. My father is trying to mount lasers onto Bullheads right now."

"That sounds awesome!" Ruby gushed, "What kind of power supply are you using? What kind of laser is it? Is it as amazing as your old swords?"

"He's using a larger, more powerful variant of my swords, and my aura is going to be used as the power supply. The laser type, on the other hand, is classified. Like super classified, General Ironwood wants it kept secret for now, at least until the manufacturing process can be optimized."

"Oh," Ruby said.

" _But_ , when it's done we can totally go for a ride!" Penny said, trying to be optimistic.

"Okay!" Ruby giggled

"Ooh can go too?" Nora butted in, "Can I also…"

"Nope. No shooting lasers, Nora."

"Aww," Nora pouted, "Can we play a game for it?"

Penny spent a millisecond pondering the proposal, then responding with, "Eh, why not?"

"Let's start! I challenge you to Epic Starship Battle Frontier IV: Black Ops Division! The fifth arena, no extra lives," Nora challenged.

* * *

Penny won every round, causing Nora to declare her her eternal redheaded rival. Ren slept like a log, free from Nora's grasp for one night. Ruby joined the game at the end, beating Nora as well, causing her to just go to sleep instead.

Jaune didn't make it back until two in the morning.

* * *

Day 56

The next day, the members of Team RRNJ woke up late. A long eastern journey, followed by a dead friend coming back, a complicated mission to save the world, and a video game tournament against a true artificial intelligence led to a tired and spent group of humans.

Luckily, Penny accounted for that. Most of the preparation was done, with the remaining bits coming along on a Bullhead heading their way at maximum speed. All she needed to do was keep an eye on each perpetrator. With the help of Team RRNJ, she would be able to index any hidden caches.

So after a nice brunch courtesy of a pancake house located to the west, Team RRNJ was on the case!

* * *

"Well that was boring," Jaune remarked, "We just spent the whole day looking around dark alleyways and dumpsters. And all we found was, let's see, about two tons of garbage, a dozen disposed scrolls, a broken television, moldy fruit, a bag of spent bullets, a destroyed laptop, and a pile of newspapers from five years ago."

Nora was reading said news, "Shh, I want to find out what happens next!"

The four of them walked back to the apartment. Along the way, Penny chimed in, "It did make things a lot simpler. I was worried that they were smart enough to hide important stuff in a dead zone, but apparently the complete destruction of the White Fang didn't change any of their habits."

"It could be because their hideout was not raided by the military, so they have no reason to believe they have been found out," Ren supplied.

"But what about the higher-ups? Wouldn't they be threatened by White Fang leaders revealing their location?" Ruby asked.

"The White Fang have been disbanded for a week, and yet there is no evidence of Atlesian military operations in the area after the fact. It is reasonable for them to assume they have not been found," Ren argued.

"It's not reasonable at all! Why haven't they thought that their intel was being leaked?"

Penny answered that, "I may have been purposefully spreading false rumors among the White Fang prior to their destruction. Information like the Brotherhood having spies in their ranks and such."

"Oh. Well then. Penny, why haven't you, you know, captured the base beforehand?" Ruby asked.

"Well, I assumed that no one would be crazy enough to do this. I intended to have this base along with a few others cleared up in a week from now, after all the commotion died down. At the time, I believed that raiding that base in the middle of the White Fang attack would have led to a chaotic release of the virus, so taking control of it would need more resources and planning."

"Which we don't have," Ruby quipped.

"I'm good at making plans on the fly. A second to you is almost an eternity for me. I have the time to consider everything," Penny said, "Even when housed inside a single android, I could see many possible choices, predict future actions of those I fight. The problem is working with little or false information."

"My last fight in the Vytal Tournament," Penny started, pausing as Team RRNJ reflexively winced, "Was filled with mistakes. I never realized Pyrrha's semblance because I preferred figuring it out as the battle goes, not doing research beforehand. Early on, I noticed how her weapons moved in ways that defied projectile motion, and how after contact with her, each sword moved slightly differently than what was to be expected.

"I also didn't expect Pyrrha to use lethal force on me. At the time, my aura was predominantly used to power my swords and body, not protect myself. I didn't expect Pyrrha to have her mind affected by Emerald, nor did I expect my death to be used as the catalyst for Vale's fall. Had I known, had I determined it to be an option, taking the possibility into account, and calculated a viable solution, then maybe things would be different. Maybe those lives lost could have been saved."

Ruby frowned, "Penny… You're asking for the impossible. There was no way any of us could have known."

"'Nothing is impossible, just so incredibly improbable that you'd be crazy to consider it,' is something my father sometimes said," Penny replied.

"Well I think he's a very optimistic person, and for anything else, I'd agree with him. But right now is the present, and we don't know what the future holds. A computer like you could try to calculate it, but there will always be a level of uncertainty. You can never know everything, and for something as crazy as the collapse of Vale from an invasion by the White Fang, hacked Atlesian Knights, and an army of Grimm, the fact that you were caught off guard just showed everyone that you aren't crazy or paranoid. Which is pretty good in my book."

Team RRNJ approached the apartment complex, at which point Penny responded, "I was built to save the world."

As they entered the front door, Jaune, Ren, and Nora quietly made it back to their rooms, leaving Ruby in the lobby alone with Penny.

"And like you said, you have much to learn," Ruby rebutted.

"Have I learned enough yet?" Penny asked.

"My dad always said we never stop learning, that every day is full of new opportunities to learn," Ruby said, "But that's probably because he teaches at Signal. Teachers are like that."

"My father used to teach at Atlas Academy," Penny added.

"Why did he stop?" Ruby asked.

"The council wanted him to work full time after the successes of the Atlesian Knights and cybernetic limb technology."

"Oh," Ruby said, "Cool."

"You know Yang's getting one soon, a cybernetic arm that is," Penny said.

"Really? That's great!" Ruby clasped her hands together.

"She's still a bit worried about it. Nothing her little sister being there won't fix," the voice that said that wasn't Penny. Instead of cheerfulness mixed with constant exposition, Ruby heard a serious yet caring tone.

Ruby turned her head to see a black haired woman with a bow on her head.

"Blake?" she said.

"Hey," her former teammate replied.

* * *

The sun had already set, and the four humans and one faunus sat together in room 810. Awkward reunions and hugs came and went, with Nora being pried off of Blake by Ruby before unconsciousness occurred.

Before long however, Blake stopped everything by explaining her current position, "Penny and General Ironwood have offered me a position to work as a specialist, while still receiving hunter training in a special program."

"The one for child soldiers!" Penny added in a cheerful tone, "I'll be your only upperclassman!"

"Yes, that one. I'm here because I am the only person that was vetted by General Ironwood that's also resistant to the virus," Blake explained.

"Due to the way the virus was designed, faunus are much less likely to contract the disease. But, on the off chance a vial breaks, I did get these," Penny virtually gestured to Blake, who pulled out some apparel from a large bag.

"Behold, Thornhill Industries brand hazmat suits! Complete with a detachable gas mask that covers your entire head. It even comes with a radio transceiver, biofluorescent headlights, and options for music stations," Penny said enthusiastically.

"Tomorrow's a busy day, guys. I don't want to be Weiss, but we all have to get some rest," Blake said.

"Aww," Ruby and Nora pouted.

* * *

Day 57

"So here's the deal," Penny started, "This base of theirs? I have only limited access to its systems. Electrical, plumbing, ventilation, all of it is analog or not connected to the CCT in any way. The only thing I have access to are the security cameras right behind the cellar door and the ones positioned inside the laboratory. Everywhere else, you guys are going in blind.

"I do have the plans for the facility, taken from White Fang archives belonging to their leaders. To throw off suspicion, the layout is identical to several other bases, leading to many members not knowing of this base's existence.

"As such, they will be on guard, but they don't actually believe someone will raid their base before they plan to release the virus. They plan to release the virus two days from now, in the middle of the summit. Specifically, a press conference where every council member will appear before newsgroups and the public.

"Ruby, Nora, Ren, and Blake will infiltrate the facility. Jaune, you will be attending the summit, just in case things go bad," Penny allocated their roles.

"Wait, why am I not going?" Jaune asked.

"First, we need someone who Councilman Garrison trusts. Second, your averageness makes you blend well into crowds. Third, you only have a sword, which is actually pretty terrible inside narrow corridors. Fourth, you will probably—"

"Yeah yeah, I understand," Jaune interrupted.

"Good. Jaune, get your suit on, as well as the business cards I printed out for you. The rest of you, Team Rubine, or RRBN, you guys are breaking into a secret White Fang base to eliminate a weapon of mass destruction."

"I never get to do anything fun," Jaune complained.

* * *

Penny's plan, like many of them, was complex and accounted for as many variables as possible. The four of them were to enter at a time when all three researchers were inside, and at least one former military member was outside of the facility. Penny would then put the camera feeds on a loop and prevent outgoing calls from scrolls in the facility.

And then the raid can begin.

"So you've skimmed the info I sent, right?" Penny asked, just to be sure.

"Yes we did," Blake said.

"Nora and I did so," Ren answered.

"Yep," Ruby replied.

"Good, let's get started," Penny exclaimed. The four soon-to-be infiltrators wore the gas masks and was communicating via radio. They each held their respective weapons, as well as backpacks full of important supplies. And just to be sure, they all wore riot gear in case their auras ran out.

"First things first, we need to get inside the building. The cellar doors are unlocked, but they're just a decoy. Beyond them is a large iron door, hermetically sealed and electronically locked. It is not connected to the CCT, but can be accessed manually," Penny said.

"Ruby, we need you to hack it."

"What? Me?"

Penny explained, "I can't do it from here, and bringing in an Atlesian Knight might tip someone off. You're the only other person with coding skills."

"Yeah, but that was six years ago!" Ruby whined.

"And the security system here is outdated, and you have, like, three hours to do it. You can do it. I believe in you," Penny said.

"... Fine. Let's do it."

"Don't worry, I'll be there to guide you in case you need help."

The four agents of Penny grabbed their supplies and exited the disguised Bullhead Blake came to Mistral in. It would be a short walk to the facility where they would soon prevent the end of civilization.

* * *

/

[INITIATING PLAYBACK]

/

* * *

Day 4444, Session 3

Ten-year-old Ruby Rose rubbed her eyes and yawned (in an adorable way). It was just before midnight, after she had spent the last few days getting to know One and the team of hackers involved in some complicated contest.

From what she had learned, a shadowy group has been asking around for talented programmers and cyber-infiltrators to perform a penetration test on code they provided. Whichever team breaks in first gets a prize: two million Lien. Which was a lot of money, but Ruby didn't really know what to do with that. Maybe buy Yang something cool?

Either way, Ruby had to crack the code first. And so, with the help of One, she got to work.

* * *

Day 4458

Two weeks later, she'd done it. She cracked the code. Of course, she had a lot of help with One, who seemed genuinely impressed by her skill, after filtering out the veiled insults and jokes about her age. The enigmatic hacker thanked her even more when Ruby gave One all of her winnings. She didn't know who One was, other than the fact that she was female, and that she was probably in her teens. Although that might have also been a lie; Yang pointed out that there were a lot of scumbags who faked their identities online.

But Ruby didn't think One was a scumbag, and she thought that One was telling the truth. Either way, when Ruby wrote to her about wanting to become a huntress, One responded by asking for a fight one day. The littlest computer programmer squealed, wondering about who One was like in real life. Considering her age, she must have been in an Academy somewhere, right? In only a few years, Ruby could one day catch up to her, and then finally have that match.

She hoped to remain friends, but a power outage occurred shortly afterwards, and when everything started working again, the websites were gone. Every single conversation they had online was wiped clean. Ruby never thought to save any information, and in doing so lost contact with a new friend.

* * *

Day 4459

"James," Arthur called his friend on his scroll, "Someone hacked my firewall."

" _What?_ How?! You said it was impenetrable!"

"Not the one in Penny, the one for the Atlesian Knights," Arthur explained.

"I don't know if that's better or worse. Someone hacked our army, Arthur. This is, look, can you trace it?"

"Already did. There were fifteen IP addresses involved, meaning fifteen different hackers. But that's not the worst part," the scientist said.

"What? What could possibly be worse?" Ironwood's tone sounded exasperated.

"Eight of them were from inside the Atlas Council building. James, the Council just broke into the Knights."

"Garrison," Ironwood said, "The new one. He was asking about the Knights' capabilities. He wanted to know if they could kill."

"And?"

"I told him that to protect people, the Knights had to be incapable of harming them. Garrison thought differently."

"Well he got what he wanted. When he gets a good enough programmer, he'll be able to change the Knights' code however he wants. He better hope nothing goes wrong."

"I'll relay the message."

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 57, Session 4

"Done," Ruby said as the tumblers inside moved.

"There will probably be perpetrators behind the door, so be ready," Penny said.

Everyone nodded in understanding. Nora pulled the door open, while Blake, Ren, and Ruby readied their guns.

Guns blazing, firing bullets quickly while using their auras to protect themselves, they took down two guards immediately, both of whom had auras. Their guns didn't work, as Ruby had sabotaged them earlier. Ren snuck up close to their supine bodies, taking their weapons while Nora wrapped them in duct tape.

Penny began speaking again, "There are two guards left, one with aura. The three scientists have barricaded themselves inside the lab when they heard the gunshots. You guys will win, don't worry."

* * *

And they did. Within thirty minutes, they had secured the entire facility, checking every door for the perpetrators. The guards may have been former military, but there was no way they could have stood up to hunters-in-training with no working weapons. Their auras only slowed their inevitable defeat. The two remaining guards were quickly knocked out and tied up.

All they had to do was convince the three researchers to not release the virus inside the lab. Of course, being researchers crazy enough to intend to release it in the first place, they instead barricaded themselves inside the storage room, taking care to grab the vials containing the virus.

Now at a standstill, Ruby called her team together to formulate a plan. They wouldn't need Penny for this. Less than a minute later, they were ready to take the laboratory. The scientists looked in worry as Team RRBN prepared to break into the room.

Nora pulled her hammer out, getting ready to smash the door down.

"On three," Ruby commanded, "One. Two. Three!"

Nora's hammer came down, crumpling the steel door just enough for Blake and Ren to slash the hinges off and push the door to the ground. Entering the room, Team RRBN were greeted by three researchers surrendering.

They tied up the researchers, grabbing the vials of pathogen and placed them inside a biohazard container they brought. The researchers were moved to another room with the other captives. After a short time was spent destroying the research and removing anything that could help make another superbug, Ruby, Penny, and Blake took a walk through the facility.

"The layout for this place is exactly the same as the base I used to live in," Blake said, "If it weren't empty, I might not be able to tell the difference."

"That's crazy," Ruby said, "You growing up in a place like this."

Blake continued, "They weren't built with strategic fortification in mind. All of them were built years ago, before the White Fang became violent. It was like any other building, with sleeping quarters, food courts, rooms for training, and even a lecture hall for teaching. I think it has more in common with Beacon than it does with a fort."

"So White Fang bases were built like schools. Huh."

The two of them kept walking, exploring the rest of the facility for Ruby, while Blake reminisced.

"What's this?" Ruby pointed at a nearby door, where a note was taped to it. She reached over and grabbed it before reading it.

"To the WF members in charge of this facility, please dispose of the vials marked 'HK-045'. This is beyond our mission statement. We do not kill people to make our point, we do it through reason and civil, peaceful protest. Even keeping one of these vials as a contingency is going too far. We are not murderers, we are activists. Signed, Mr. Egret."

She looked in confusion before Blake explained, "That was written by _the_ Mr. Egret. He wrote this," Blake took the paper out of Ruby's hands.

"Who is he?" Ruby asked.

"He was one of the founding members of the White Fang," Penny answered.

"The only human out of the original eight," Blake continued, "He supplied the White Fang with their initial funding. He was a generous and compassionate man."

"Um, White Fang?" Ruby added in.

"He was a pacifist, the one who tried to keep it peaceful, before he was killed about eleven years ago," Blake explained.

"Not only that, but there are no pictures or recordings of him anywhere. I only have a name, a few shell corporations, and his ties to the other seven. I suspect the records used to exist, but have since vanished. Somebody wanted him gone," Penny spoke.

Blake took a deep breath, "When the White Fang became anti-human, they had every reason to purge him from their records. A human as one of their founders? No one would ever admit that these days. The three other pacifist founders were killed when they changed seven years ago."

"Wait a minute," Ruby interrupted, "If he died eleven years ago, and the White Fang became violent, why hasn't anyone tried to release the virus until now? Why not earlier?"

"HK-045 was the original strain, but it was not very infectious. The White Fang had spent years creating a version that was both deadly and virulent. Even when they were done, the leadership were hesitant about using it; there is a chance of the virus mutating and infecting faunus.

"They never intended to use it, and decided to keep here just in case. Originally, I planned to take this compound around a week from now, when the appropriate resources were gathered. Suffice to say, five trainees with no biohazardous waste disposal experience was not ideal. I also intended for a computer expert with recent experience to dispose of the research."

"About that, I've gone through their files, and something bugs me," Ruby and Blake moved to a nearby computer terminal.

"You're going to have to plug your scroll into the wall," Penny said.

"I can't. The adaptor is some weird triangle shape. I think it's custom," Ruby replied, "Here, I'll just show you."

Ruby pointed the scroll's camera at the computer screen with the file she was looking at. Immediately, Penny responded, "This is not good."

"What?" Blake asked.

"It says here that there was another vial, one taken out of this facility two days ago as a backup," Penny explained, "And the one perpetrator outside the facility has it, and is willing to spread it at the summit right away."

"But they don't know their facility has been compromised," Blake said.

"Things just got worse. Blake, _right_ as you said that, the perpetrator just entered camera view, and is en route to the summit location. With the vial she retrieved from a package in a dead zone," Penny said.

The two huntresses looked at each other than at the scroll, "Why is the perpetrator moving now?"

"Darnit. She has a tendency to be impatient. I should have remembered that. I'm going to have to signal Jaune while going to plan A-10."

"A-10?" Ruby asked.

"Guys, get to the Bullhead, we've got a plague to stop."

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Jaune was inside a vast auditorium located at the Mistral city hall. Of all the things he thought a summit would be like, he didn't expect this. Eight council members from across Remnant, as well as a dozen staff members and a few reporters were there. It was somewhat of an unofficial conference, designed to give the councils an air of normalcy to the public before the real conference in two days. Of course, since Jaune and the other staff were with them, the conference hadn't actually begun yet. Everyone was just getting ready.

They were just talking. That was it. Jaune didn't even have to put up any effort into his disguise, wearing the same suit but with a different shirt. He didn't even have to say anything to Councilwoman Aegis, she just accepted the fact that her apprentice lawyer/intern was sick and that he was the replacement!

Either Penny was that good at making aliases, or he was just that good at blending into the background. He really hoped it was the former. Before he could ponder any further, Penny spoke to him.

"Jaune, I need you to give Councilman Garrison your scroll, _now_ ," Penny said.

He reached into his pocket and pulled out his scroll. Jaune walked up to the Councilman, who was currently engaged in a debate over the price of electronic goods, and feebly said, "Councilman Garrison, sir, someone wants to speak to you, um, sir."

Councilman Garrison stopped his conversation, turned around and smiled, "Jaune my boy, you don't need to be so formal with me. What is it you need?"

"Someone wants to speak with you," Jaune held his scroll towards Garrison.

Garrison took the scroll, motioning the other council members to continue their conversation without him, "Councilman Garrison speaking."

"Sorry to bother you, sir. It's Penny, and we have a situation."

* * *

Blake and Ruby quickly entered the hidden Bullhead, while Ren and Nora stayed at the facility to guard the prisoners.

With the Bullhead at full speed, Penny piloted it directly for the city hall. Before any air traffic controllers could ask, Penny sent them passcodes stating that the ship was an emergency vehicle with a very high level of security clearance.

With that out of the way, the Bullhead was able to take a straight path to the city hall. The Bullhead was noticed by pedestrians on the streets, but Penny had already begun quelling rumors on the CCT, citing obscure laws and ordinances that would explain the Bullhead's flight.

To prevent any panic, Penny flew past the city hall, quietly dropping Ruby and Blake on a nearby rooftop while maneuvering the Bullhead to another location.

"Ruby, Blake, the perpetrator is a woman, five foot ten, black hair, black tail. She is wearing a gray technician's uniform. She must have entered a car inside a dead zone, probably a maintenance vehicle that entered the garage of the city hall," Penny said.

"And what do you want us to do?" Blake asked. Both girls had taken off their gas masks, and Ruby was in her technician disguise again.

"Blake, you go enter through the roof. Ruby will go in through the staff entrance," Penny ordered, "Ruby, put on the black headband."

"You mean the one with bunny ears on it?" Ruby looked unsure.

Blake added, "Don't worry, I don't find it offensive, so long as there is a good reason for it, _right?_ "

"Yes. It's just a precaution. Now hop to it," Penny replied.

"Do not turn into Yang," Blake narrowed her eyes.

"Sorry."

Both huntresses nodded before jumping to their destinations.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Jaune was busy moving civilians to a safer location, on the pretense of a safety drill. Garrison knew what he was doing, and with the assistance of Penny (who somehow had the foresight to ship a box full of gas masks for every person in the room), things seemed to be under control.

"So the virus is in a glass vial and lasts several days outside of a body. Hopefully, the worst case scenario is the city hall becoming quarantined until a biohazard team can come to decontaminate any spills," Penny said to Garrison.

"Hopefully?" Garrison raised an eyebrow.

"Best case scenario if the vial breaks. The equipment the perpetrator has has been sabotaged, and won't fire. I hope that she doesn't release the virus before she's stopped."

"Right, and you think Jaune can protect everyone in that one room?" Garrison held the scroll to his ear.

"Yes. He attended Beacon prior to the fall, before becoming an apprentice lawyer," she replied.

"Interesting," Garrison noted. He glanced around the room before looking back at the doors, "What exactly is your plan if the virus is released?"

"Quarantine, lots of it for any patients, if we're to prevent an outbreak."

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Olivia Henbane was not having a good day. Her chances to eradicate humankind was dwindling, she could feel it. When her comrades went dark, despite not sending the appropriate text beforehand, she knew they were compromised. So it was her mission to spread it as quickly as possible.

But she couldn't just release it in the streets. No, to damage the humans, one had to destroy their leadership. Wiping out the masses would only bolster the current regime. Many humans would die, but their civilization might survive. To rattle humanity, destroying the old order would need to occur.

Olivia was not impatient. She had planned for this upheaval for weeks, stashing the extra vial in a dead zone, free from surveillance of any kind. Waiting for the right time. The old White Fang leadership were fools, aging former revolutionaries and revenge-driven psychopaths too fearful to take drastic measures.

They wanted to found a faunus kingdom in Vale? How were they planning to survive the onslaught of three kingdoms at war with them? Because that worked out _so well_ during the Great War.

Her plan rectified that. Unleash the virus, kill off the majority of humans and their leadership, and in the confusion and chaos, a new White Fang would emerge. Olivia would have been guaranteed a role in the leadership, of course.

Originally, she planned for her secret vial to remain hidden, using the remaining vials in the facility to start the outbreak. The vial would have stayed hidden, just in case. If it was found early, than the outbreak would have started early, and nothing of importance was lost. But the fact that the facility was taken changed that.

Her backup was needed, and she took it from her secret location to usher in a new era. And that was where she was now. The beginning of it all.

She smirked as she pulled out her rifle, preparing for her first strike. She knew about the quiet evacuation. After all, if you take down a bioweapons facility, you would evacuate your leaders as a precaution. She was feeling giddy, as a slight giggle erupted from her lips. Everything was falling into place.

She gently placed her rifle into position, looking through the scope for a target. She was able to separate the contents of the vial into several doses, giving her up to three shots. To make sure her weapon was not sabotaged, she had fired it twice yesterday. Her eye caught an employee with rabbit ears, walking down the hallway. The employee was so young, couldn't be older than sixteen, and yet she already had to work?

She huffed softly before turning to see Councilwoman Aegis from Vale. There was no point in shooting her, for her kingdom was not an issue. Turning again, she saw Councilman Garrison of Atlas. He was involved in many aspects of his kingdom, working with research, military, and public relations. He would make a fine target.

The man was talking on his scroll, looking more annoyed than anything. She would wipe that expression from his face, with one simple shot. If she was especially lucky, the contagion would spread into Atlas, decimating a major problem. All she had to do was was hit him.

Her index finger moved slowly moved to the trigger. Garrison didn't move from his spot, still talking. Olivia pulled the trigger.

 _Tck!_

Nothing. The gun didn't fire. That was impossible, she had it cleaned just two days ago, and checked to see if still fired yesterday. It couldn't have been sabotaged, could it? Olivia fired again.

 _Tck!_

Nothing. She fumbled around with gun, pulling out the needles from the barrel. She would have to use her blow dart, which was a terrible option because placing a live virus near your own mouth was a stupid idea no matter how immune you were.

She pulled out her blow dart and began to load it.

* * *

"There she is," Blake said, still wearing her gas mask. She jumped over the railing to find the perpetrator. She laid unconscious, with a large stab wound across her right side.

Next to her lay her rifle and blow dart. Next to those was an open small box with needles labelled: Please disinfect.

"Penny, what happened?" Blake carefully reached for the box before putting it into a biohazard bag.

"I'm not sure. One second, I could see her, the next, nothing. Someone stopped her."

"Who would even be able to do that?" Blake asked.

"I don't know," Penny stated.

"I never thought I'd hear you say that," Blake joked.

"There is a lot I don't know, Blake. But from what I do know, I extrapolate. Don't worry, I'll figure it out eventually. Hold your scroll up to the bag," Penny said.

Blake did that, placing the scroll's camera in front of the box, slowly turning.

"None of the virus seems to be missing. I'm still sending a decontamination crew up just in case. For now, let's just get everything settled."

* * *

As the terrorist was hauled away, and the worried civilians tended to, Team RRNJ finally had time to relax. Before the Mistral military could question them, Councilman Garrison intervened. The city hall would be on lockdown for a few more hours as the military and hazmat units secured and cleaned everything in sight.

Amidst the chaos, Garrison and Blake looked out at the auditorium. It would have been Jaune, but he put Blake with Garrison while he tried to console Councilwoman Aegis.

After a moment of silence, Councilman Garrison looked at Blake, "I know you're working for her."

She didn't speak, but nodded courteously.

"Whatever she did, know that we're grateful. Not just me and the Atlesian council, but also the others too, especially the Mistral Council. They've been prying me for our secret source for weeks now."

"I'm sure she knows that," Blake said.

"Yes, I think her creator would be proud."

The two of them looked on at the crowds, the news reporters' cameras constantly be swatted by the military. Jaune was trying to get his fake boss to stop fuming, while Ruby was trying desperately to not take off her gas mask to scratch an itch.

"I know you're listening right now," Garrison suddenly said.

"I'm sorry?" Blake questioned.

"My bad, I wasn't asking you. Penny Polendina, I know you're listening. You're always listening, and Jaune over there was your agent, wasn't he?"

Garrison shook his head, "This was all so convenient. Everything wrapped up nicely. It couldn't have been chance. You planned it out didn't you? That woman, the terrorist, you knew what she would do."

"I won't lie. You frighten me. Every time I think about what you're capable of, and yet you help us out, I can't help but ask 'why?' Why are you doing this, despite the whole of Remnant at your fingertips, why you've dedicated yourself to helping us puny sacs of water."

"Then I remembered. General Ironwood, your creator, and the other people in your life. They're why, aren't they? They've grounded you, kept you on the right path. That if something happened to them, you would lose your way.

"I guess what I'm asking is if I've influenced you. No, I have. I definitely have, over these past years. I guess I want to know if I've kept you on the right path, and didn't push you towards the wrong one. That my bad choices didn't turn you against us. That you still believe in me and the councils.

"So what did you think about what I said earlier, a few nights ago? At the bar, with Jaune?" Garrison asked, "I'd like to know, do you agree?"

Penny's voice could be heard from Garrison's scroll, "I think I do."

* * *

/

[INITIATING PLAYBACK]

/

[LOCATION: CLASSIFIED]

[SUBJECTS IDENTIFIED: SOLEIL, ARIANNE. ADMIN.]

[TIME: 36 YEARS, 10 MONTHS AGO]

/

* * *

A woman with a dark expression on her face sat in front of Arthur. He was around thirty, with dark brown stubble and unkempt hair. He wore a brown jacket with a gray shirt underneath, as well as worn out brown pants. Handcuffed to his left wrist was a large briefcase. He hadn't bathed in almost a week, and hadn't slept more than four hours before appearing before the woman opposite to him.

After voluntarily giving himself up to the border patrol, he was put into an Atlesian holding cell for almost two days before someone finally decided to interrogate him. Said interrogator was Arianne Soleil, a specialist who dealt primarily with refugees.

That is exactly what she was seeing in front of her, a man with no home. He either lost his home during the Revolution or was discarded by his kingdom for some act or protest, whatever it is that Mistral doesn't like. How antiquated. It doesn't matter to Arianne, nor to Atlas. So long as you do your job, don't get into trouble, and follow the rules, you stay in Atlas.

This man was different, she could tell. Looking him over, she immediately noticed the sharp look in his eyes. He was attentive, cunning perhaps, despite only having a half night's sleep, one plagued by nightmares. That was her semblance, after all. The ability to manipulate the dreams of those asleep was a boon to interrogation, breaking people down in half the time.

But this man, Arthur Polendina his passport read, he didn't seem to have been affected that adversely.

Sure, he was tired and groggy, but the nightmares he shrugged off like it was nothing. Only someone with a recent trauma would act that way, Arianne knew. Remembering the security footage of his sleep, how he avoided sleeping on one side, cradling it like it hurt. Was it connected to that?

This man was an enigma, not _just_ a normal war refugee, and that made everything all the more interesting. This interrogation might even be fun! Arianne smiled mischievously at that thought. Arthur saw smile and frowned before pulling his briefcase onto the table between them.

"Are you going to start, or should I?" his hands were on the briefcase in front of him.

"Obviously I will," Arianne replied, "You are not Arthur Polendina. There is no one by that name, despite the digital records saying so. Impressive work, but incomplete. If it wasn't for the level of detail put into some areas, I'd say it was a rush job, done at the last minute. But whoever did this had weeks, and was somehow cut off, originally believing they had months. So it's clear that your ID is fake, and so are you. The question is, why?

"Why would a man with a fake passport cross an ocean while handcuffed to a briefcase? Normally I wouldn't have been brought in so quickly, but things are tense. After all, the Mistral Council just finished negotiations with the insurgents.

"With everything going on, I'm sure there is a connection between you and them. After all," she crossed her arms, "You are definitely Mistrali. Now why don't you tell me who you really are."

For a moment, Arthur didn't say anything. Eventually he pointed at the door, "The papers you confiscated from me, the ones in the folder, do you have them in this building?" his voice was coarse, dry from lack of water.

Arianne closed her eyes and smirked, "I actually have them. Of course, we've already figured out what it is," she looked at Arthur, "A formula for something very secret, Mistral made for sure. Care to explain?"

The man raised an eyebrow, "Your researchers haven't told you? Or do you know, and are waiting for me to say it? Either way, I will. I want you to hear me out, Ms. Soleil, and tell your superiors about my proposal."

He tapped his briefcase lightly, drawing her eyes to it, "Inside this briefcase is every top secret research project performed and recorded by Mistral in the last forty years. I am willing to give this information to Atlas in exchange for political asylum."

Her eyes lit up immediately, and a devious look took over her face, "So that's who you are, _Arthur_ ," the man flinched at his name.

"You're that traitor Mistral wants to capture, one of the scientists at the bombing," Arianne started laughing, "And you want us to give you asylum?"

He nodded timidly.

Arianne just laughed harder, "Ha! I can tell you're not used to speaking to a full blown huntress, arentcha?"

The woman got out of her seat and leaned forward directly into his face, a menacing smile covered Arthur's vision, "And what's stopping me from just cutting off your arm and taking your case full of goodies? I can do it right now if you want to give up."

He took a deep ragged breath, "If, if I'm not the one to open it, the papers inside will be burned," he said with growing confidence. The specialist just leaned back slightly, giving him more room. He took that room by rising out of his chair.

"Mini-miniature fire dust trigger, special procedure to-to open, only a surgeon like me could do it," he took another breath, "And I won't tell you the code no matter what."

Her smile widened more, but became warmer, "I like you. You have stones. I'll tell my bosses about your deal, see what they think. For now, sit tight," she tapped his head with an index finger, strongly sending him back into his chair.

"We'll be in touch," she smirked before exiting the room.

Arthur exhaled in relief. He looked at the briefcase in front of him, eyeing the handcuff specifically. He wondered how long it was before they called his bluff. His briefcase was only protected by a fifteen Lien lock.

* * *

[LOCATION: CLASSIFIED]

[SUBJECTS IDENTIFIED: CLASSIFIED]

[AUDIO ONLY]

/

* * *

"Well what do you think?" it was a woman speaking.

"This is insane, do you hear me? He cannot be trusted!" a gruff male voice replied.

"All that information, right there, sitting inside a briefcase only ten miles from here!" a third voice could be heard.

"Yeah, and how much of it is real? For Dust's sake, he betrayed his own kingdom!" the gruff voice reacted.

A fourth voice spoke up, this time a quiet woman, "Well, if he stays, can't we just keep an eye on him? Assign a hunter to him while we check the research?"

"Right, and waste resources like that? We'll be wasting the time of a hunter for some traitor," gruff voice rebutted.

"What about putting him in research? He's at least a decent scientist," the third voice said.

"I don't think that's a good idea. Even if he is trustworthy, it's still probably not a good idea to put a Mistrali refugee in any research facility, not until we're absolutely sure we can trust him," the fourth voice argued.

"How about… teaching? A temporary professorship at an academy?" the third voice proposed.

"So we've gone from giving him asylum to allowing him to corrupt our youth? His way of life is not something we want to foster," the gruff voice pointed out.

"If we put him in a hunter academy, that would kill two birds with one stone. Not only that, but we can make sure he doesn't poison our kids' minds by having him regularly checked by the other professors. That sound reasonable?"

"I guess it does!" the fourth voice agreed.

"It is still a huge gamble, especially from someone we know so little about," the gruff voice said.

"We should put it to a vote. Might as well, right? Both sides made their cases already," the third voice spoke.

"I second that," the fourth voice spoke.

"Very well, let's have a vote. All in favor for granting Mr. Polendina asylum?" the sound of bodies shifting was heard.

"Now, those against?" more shifting was heard.

"That's twenty-five votes to eighteen. Motion carried," the first woman's voice continued, "Welcome to Atlas, Arthur Polendina."

* * *

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[TERMINATING PLAYBACK]

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Author's note: This chapter is like human hair: it never stops growing. It clocks in at 13,000 words. I want to stop, but chapters 9 and 10 are calling to me. So much to reveal, so much I want to write. Next chapter: The actual plot returns!

/

I love how in RWBY, a person's name has to allude to as many references as possible, while also resembling at least one color. And then theme naming too, it's hard yet fun to do so.

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Btw, the Mistral stuff I wrote isn't my headcanon, just some fun worldbuilding that fit neatly into the this fic. Also, mosquito repellant is expensive in this story.

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I have no idea what Remnant's legal drinking age is, so I'm going to go with the world average (61% of countries) and say 18 years old.

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Guns Galore is the only store in the east side of Mistral that caters to Faunus, explaining why it deals in everything and doesn't specialize, as other Mistral gun stores do.

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I think that a pharmacy in a world where dying by horrifying monsters was a fact of life would have redundant electrical systems, which is why Nora had to electrocute it manually. Penny shut down the main generator while Nora broke the backup. It gets fixed by a real technician later.


	9. Chapter 9: Tangent Lines

Chapter 9- Tangent Lines

* * *

Day 59

General James Ironwood had finished work for the day, and was finally able to relax. Of course, considering that it was well past two in the morning, he might as well go to sleep right away. Dealing with the fallout of bioterrorists and White Fang cells ate up most of his time in the past few days, but hopefully a functioning Northern Lights would ease things up, if only by a little.

He stretched his left arm right as his scroll rang. He raised an eyebrow before seeing that the caller was from an unknown number. He answered the call.

"Hello? Who is this?"

"Jimmy! How are ya, still toiling away with all that paperwork?"

Ironwood tersely replied, "Qrow."

"Still the lovable pile of sheet metal, huh? I'll skip the banter and cut to the chase. Tai's told me all about your little experiment. I tell ya, you know how to make fights more complicated."

"And what is your position on it?"

"I see the benefits, but I also know the risks. We both know it, Oz told us that much. You trust it?"

"I trust her and her father. Usually more than I trust you."

"It doesn't matter how much you trust me. As Ozpin's heir apparent, it's fallen to me to do all of his remaining work. Although I will thank you for taking down the White Fang. I'm sure the chaos is going great for everyone involved," Qrow stated sarcastically.

"We… have it under control."

"Right, under control. It was such a great idea to send my niece out to stop a bioterrorist, by the way. Absolutely nothing wrong with that at all," Qrow snarked.

Ironwood frowned, "Believe me, that was not my idea, nor would I have done it given the choice. But Penny determined that it was a necessity, and she wasn't happy about it either."

"From what I've gathered, it's been real peachy with Ruby and her team."

"And from what I've learned, your niece became Penny's first friend before the incident at the docks."

"The kid's got a way with people, and with weapons as well. If anyone ever became friends with your abomination, it's her."

"Am I an abomination to you, sir?" Penny asked in a quiet voice, speaking so softly that it took Ironwood a whole second to realize who was speaking.

"Now how did you access this secure line?" Qrow asked back.

"In full disclosure, I am constantly monitoring General Ironwood's interactions. Of course, you are also using an encryption to disguise your location, as well as using a scroll booth in a decrepit village in an attempt to hide your location. I'm sorry to say that I've already found the exact booth you are using."

"Who's to say that I didn't jury-rig some kind of new workaround to specifically counter all that? I don't think I'm in a scroll booth."

"Correct. Judging by the acoustics, you are in a booth. A sound booth to be precise. You are broadcasting from Arcadia, a fallen village north of Mistral. It had some good radio programs before it fell."

"It fell almost twenty years ago. How long have you been a fan?"

"Since you and General Ironwood started talking."

Qrow murmured something under his breath.

"You are wary of my capabilities. I assure you that my moral code was personally tested by the General himself."

"That doesn't exactly fill me with confidence."

Ironwood returned to the conversation, "Qrow, we may have our differences, but—"

"Understatement of the century, Jimmy."

" _But_ , we are both working towards the same goal. We have different ways of achieving it, and that leads to more options available when we're in a tough situation. What was that phrase you used to say? Knowledge is power, strength through diversity?"

"Why in the hell did you remember that of all things? I must have said that a decade ago."

"General Ironwood does care, he just has a different way of expressing it," Penny stated, "He has a heart."

"Whatever, that wasn't my motto, that was my sister's. Something kooky she used to say. I mentioned it once."

Penny digitally coughed, "Three times."

Qrow moaned before chugging, "That's it, I'm done. Jimmy, you know why Tai and me think this is a terrible idea. Kid, stop following me around. Not for my sake, but for yours," Qrow hung up.

"That… Could have gone better," Ironwood remarked.

"He called me 'kid'! He thinks of me as a person!" Penny stated cheerfully.

"Do you think of yourself as a person, Penny?"

"Still up to debate, General."

"I tried," Ironwood conceded, "I am sure you have many questions you want to ask."

"Yes. But I have much to think about, and for some reason I feel that this is connected to my father, is that correct?"

"... Yes," Ironwood answered.

"Then I will not ask him until he's ready, as you've said before."

Ironwood sighed, "Of course you heard my conversation with Winter."

"I'm sorry I intruded on your privacy."

General Ironwood leaned back in his chair, mulling over his thoughts. After a brief moment, he replied, "Did you not want to be less creepy? Listening in on private conversations is definitely on the disturbing side."

"I am watching all of Remnant, all the time. My very existence now makes privacy either ensured or impossible, depending on your perspective."

"Oh?"

"If I am a person, then I am invading the privacy of millions, every second, every hour, every day. If am a person, then privacy no longer exists, as it is forever invaded by me. Every moment, you are being watched, your rights broken without consent.

"But if I am not a person, and am simply a very sophisticated machine, then no rights are being taken. Your privacy maybe intruded, but by something not living, only by a computer program that checks you for deviant behavior. A system that pretends to be human.

"Mister Qrow is right, in some ways. I am an abomination, one way or another."

General Ironwood stayed still before speaking, "Penny, what we are doing is important and necessary," he swiveled his chair to face the window.

"Even if you were an abomination, which you are not, it would not be your fault. It was not your father's fault. The blame rest only on my shoulders. As the General of the Atlas military, it was my command that made you destroy others' rights. You were, and are, still a child."

"I have more doctorates than anyone else who ever existed. I made millions of Lien on the stock market," Penny countered.

"At most you are a precocious child, a prodigy. It was my doing that turned you into a child soldier."

"Father never hardcoded any of that into me. I have free will to ignore my mandates. I could have never traveled this path. I could have chosen not to. I could have left."

"A child listens to the adults in their lives. In all cultures, the actions of a child are the responsibility of their guardians."

"In human cultures, yes. But I am not human."

"Your father is. And as his daughter, you ought to be considered one as well."

"But if I am a human, that would make me a person. Then I have committed crimes that would lead to centuries in prison."

"Technically speaking, it is not a crime if the governments of the world allow you to."

"Father says that kind of thinking is dangerous. It was that kind of thinking that led to the Menagerie Act."

"Your father is a wise man, but exceptions are inevitable."

"Where is the line, General? At what point is what I am doing unacceptable? You and father created a machine that could think, and you both wanted me to create my own ethics. My own rules."

"Because you are a person, Penny Polendina. And a person creates their own ethical rules. I have said this before, that you follow the rules of society and the rules you make for yourself. When the time comes, when those two rulesets are in conflict, you must decide which to follow."

Her voice crackled from the speakers, "But how will I know that I made the right choice? How can I be good?"

"You already are, Penny. The fact that you doubt yourself, the fact that you can honestly believe you are wrong, that is the essence of being good, at least that is my definition. There are two types of evil: those who know they are evil, and those who believe they are good. The former gleefully spread chaos and destruction, not caring about others. The latter commit atrocities in the name of the greater good, but have become corrupted in their efforts. Neither of those evils doubt themselves.

"Penny, you are a person. And I am sorry, but there is no choice you can make. Either you break the rights of many to save their lives, or you protect their rights, but not their lives," Ironwood declared.

"That sounds like a false dichotomy. There has to be another way, one that protects rights while also saving as many lives as possible. And there is only one way for that to occur. I cannot be a person," Penny affirmed.

"You can't get off that easily," Ironwood spoke, "You have invaded my private space, listened in on my most personal conversations without my knowledge or consent, and that is wrong. But had I been cut off from the rest of the world, and something happened to me, like my cybernetic organs failed, or I was attacked by an assassin, and you were not there to save me when you could have, that would have been worse than you watching over me every second. In fact, that actually gives me a sense of relief.

"By watching over us all, you are protecting us, everyone on Remnant. You have already saved so many lives. So what if some good people were lost? You tried, at the very best of your ability, and in doing so saved thousands.

"You are a person, whether you like it or not. But you're not alone. The entire Atlesian military is with you, even if they don't know it. The fate of the world rests on our shoulders, not just on yours, but mine too, as well as so many others. You're just carrying a larger load than most."

Ironwood looked out at the night sky, "Do you understand, Penny? You are not alone in this. You may not be human, but that doesn't make you alone among the rest of us."

"Yes General, I understand. I'm still hesitant to consider myself a person, however."

"Baby steps, Penny. At the very least, you must know this: You _are_ good. At the very least, try not to think of yourself as an abomination, no matter what anyone says. Everyone has the right to exist, and existing is not a crime."

General Ironwood stood up from his chair, "Do you understand, soldier?"

"Yes sir!"

"Good, now back to your post. I expect an intelligence report first thing when I get back here."

"Yes sir!"

"Good. Good. Now, good night Penny."

"Good night General, have sweet dreams."

"And you will be watching?"

"Of course, every hour of every day."

Ironwood smiled, putting away his papers and leaving his office for a nearby bunk.

* * *

/

[INITIATING PLAYBACK]

[MISTRAL_INSTITUTE_OF_TECHNOLOGY FEED ARCHIVES ACCESSED]

[TIME: 47 YEARS, 7 MONTHS AGO]

/

/

* * *

The Mistral Institute of Technology was once the most prestigious university on Remnant. Fifty years before the fall of Vale, it consisted of over two dozen buildings spread across a campus in northern Mistral, and enrolled about two thousand students at any given time.

Inside a particular lecture hall, which currently had over a hundred students occupying its rows, every single seat was filled. On a normal day, maybe half or a third of the seats would be occupied, but on this particular day, a famous man would be speaking. Founder of the hunter academies, teacher to many, world renowned huntsman, and inventor of mecha-shift weaponry.

Excited chatter amongst the students, nearly all of them studying the sciences and engineering, could be heard across the hall. Eventually, a woman dressed in red walked onto the stage. She approached the microphone and spoke clearly to everyone in the room, "Attention students, attention. I am sorry to say that Professor Ozpin is unable to attend, as an urgent matter in Vacuo requires his attention. My condolences for your inconvenience."

The woman walked offstage, which was quickly followed by loud groans of exasperation and disappointment. After a minute of collective grumbling, those nearest the doors began exiting. Among them was a group of three.

"Well, what are we supposed to do for two hours now? Arthur, you got any ideas?" the man asked. He had a charisma about him that made others feel at ease. He had sand colored hair and wore a tan jacket over a blue and white striped shirt.

"Do I ever!" a much younger Arthur replied back. He was thinner, had thick curly dark brown hair and wore a gray shirt. He continued, "Imagine if you will, a computer system that can not only processes large amounts of information, but understand it, then provide actionable intelligence? What say you Harold? What do you think?"

"It sounds quite fantastical," the man named Harold spoke. He wore rimmed glasses and a tweed jacket.

"You do realize I meant what to do right now, not what's on your mind?" Nathan queried.

"Well, I did spend a lot of last night writing notes down. I think it might work. What do you guys think? It'll probably kill two hours," Arthur proposed.

""I believe that is alright. What about you, Nathan?" Harold agreed.

"Sure. Let's see what kind of dreams you dredged up this time," Nathan relented.

* * *

"So what do we have, Harold?" Nathan inquired, having finished reading through his copy of the notes.

"Well," Harold started, having finished as well. The two of them poured through the writings Arthur copied from his notebook, "I think these are reasonable ideas, but the proposed methods of implementing them are probably unfeasible."

Harold looked up at Arthur, who frowned at his two companions, "Currently unfeasible. It can potentially be done if a few modifications were made."

Harold continued, "I will say that this idea of yours is revolutionary. A system designed to function autonomously, able to continuously adapt and upgrade itself through past experiences."

"It can remember and learn," Nathan simplified, "If it can be built, it would be the pinnacle of invention, the successor to mankind, even."

"When you put it that way…" Arthur started.

"It could vastly improve the lives of everyone. Change the fabric of civilization," Nathan remarked.

"A successor implies the obsolescence of the predecessor. I am wary of the ramifications of such a system," Harold stated.

"Come on guys, it's just an idea I had last night," Arthur tried chuckling lightheartedly.

"Where did it come from?" Nathan asked.

Arthur shrugged his shoulders, "When we heard that Ozpin was going to be guest speaker, I went back and read through a lot of his papers. He made a strong argument against the existence of an artificial general intelligence…"

"I sense an 'except' coming after," Harold finished.

"Except, I think I found a fallacy in his argument. It was like an epiphany, right there and then, and I just had to build upon it. I spent all last night on this."

"Your concept is solid, but the practical aspect needs to be worked upon. But you're right. Something like this, I think we can do it," Nathan declared.

"I agree," Harold said. Right as he said that, he furrowed his eyebrows and looked at Arthur, "Wait, if you spent all night on this, how are you perfectly fine right now?"

Nathan looked at Arthur, who shrugged his shoulders again, "I drank a lot of coffee, okay?"

"Arthur, you've never drunk coffee before today," Nathan said, "I don't think it's healthy to start that abruptly."

Arthur waved his hand at his two friends, "I'm sure it's fine."

* * *

/

[TERMINATING PLAYBACK]

/

* * *

"Hey Penny. You wanted to talk to dad and me about something?" Yang was on the scroll, as well as Taiyang sitting nearby.

"Yes. There are two people you should talk to," Penny said right before redirecting the call.

"Hello? Yang are you there?" Blake was speaking from from Mistral.

"Yeah, I'm here. So is my dad."

"Good morning," Taiyang greeted.

"It's actually past noon here," Blake noted, "Penny wanted me to do two things: One, remind you that I haven't run away, and I'll be back soon. After I help Penny stop some crimes. Second, well…"

Blake left the scroll for a short period of time. Yang could hear Blake yelling in the background at someone. Said person was making a familiar whine and whimper, coupled with a few no's. Blake was fighting with the other person, and furniture could be heard being flipped.

Eventually Yang butted in, "Ruby? Is that you?"

The sounds stopped, only to be replaced by frantic whispering. Eventually, the louder voice forced the softer one to approach the microphone.

After a minute of silence, Blake spoke up, "Ruby, say hello."

"... Hi."

"Um, hey Ruby, how are you doing?" Yang scratched the back of her neck.

"I'm uh, I'm doing fine."

"Ruby! Why did you run away?" Taiyang gripped his legs. His body was shaking, "Y-you could have told us. We were so worried, I was so worried."

"Dad, I'm sorry. I'm so sorry. I-I had to leave. There was so much that needed to be done, and, and my friends needed me. And, and I-I'm sorry, I'm—"

"Ruby it's okay, we're just happy to know you're safe," Yang spoke, "We were worried about you. We missed you."

"Yeah. I did too. I'm sorry."

"Yeah, we know. Come on, tell me dad what's happening. Are the others doing fine?"

"Yep! Everyone's doing great now, even Jaune."

"Oh? He's… you know."

"Yeah, apparently he got comforted by a councilman! In a bar! While I was busy sabotaging White Fang weapons, so… yeah."

"Now this I definitely want to hear. You might want to start from the beginning," Yang laid back slightly.

"And don't skip any details, you hear me, young lady? I want to know my daughter's safe," Taiyang added in.

"Daaaad, I'm fine," Ruby whined, "Penny made sure everyone was safe."

Taiyang visibly tensed at that, "Did she now?"

"Have you met her yet? Penny's that friend I told you about, the one that helped me at the docks."

He was terse, "We've met."

"It turns out Penny was my live-in maid for a month before she told us! And it was actually pretty great," Yang boasted, "Although she wasn't very good at cooking."

"It was purposefully bad so I could get you to be more active," Penny defended.

"Sure, keep telling yourself that."

"I can cook you up something right now and prove it!"

"Nah, I'm not hungry. Maybe after you give dad another back massage."

"Yang!" Taiyang groaned.

"Hey, you liked it! Your happiness index raised by two whole points after I relieved some tension in your latissimus dorsi and levator scapulae!"

The man buried his face in his hands, "Augh."

Yang and Ruby laughed for a moment before Yang spoke again, "We definitely missed you Ruby. So… How was your time working with Penny? She's been very vague about it."

"Eh heh," Ruby chuckled nervously, "Well it started when Jaune, Ren, Nora, and I reached Mistral…"

* * *

Day 63

Life was good. That was what Penny had concluded to be the state of Remnant at the current moment. With the use of the CCT and newly formed Northern Lights (now with actual members), Penny was now able to organize groups of hunters to perform tasks that would benefit people. Whether it be eradicating Grimm in faraway lands or stopping criminals, Northern Lights would operate in the shadows, protecting Remnant at large.

The councils were more than accommodating, especially after Penny prevented the would-be plague bearer from infecting the whole world starting in Mistral city hall. It had nothing to do with the hints she made to Councilman Garrison, nor the effect Jaune had on Councilwoman Aegis. Nope.

With the White Fang out of the way (and all of its remaining assets removed with Northern Lights' help), the single largest threat to Remnant was now beginning to materialize. Penny had spent quite a bit of time compiling data, and she was now 96.73% certain that the same force manipulating the world at large had some capability to manipulate the Grimm.

The evidence was there. Cinder Fall had some ability to communicate with the Grimm dragon atop the CCT tower in Vale, and the multiple instances of Grimm attacking recent, relatively unprotected settlements despite no known explanation were definitively not coincidences. Statistically speaking, the chances of a large horde of Grimm just happening to stumble and attack a new settlement every single time was just absurd. It couldn't be random. No, it was strategic.

Colonies existed before the Great War, but those failed due to technological and social failures, improper food management, civil unrest, paranoia, epidemics, etc. But after the war, society improved rapidly. Advances in medicine, engineering, communications, and agriculture blossomed, and the four kingdoms were at peace. Hunter academies were established, pumping out new super soldiers every year. And yet every large settlement after the Great War failed.

Even a few colonies established _before_ the war were overrun in recent years. And nearly every single time, Grimm were involved in some way. The entity causing all of this death and destruction was influencing the Grimm somehow, and Penny needed to figure out how.

After fixing the CCT tower and gaining access to Ozpin's secret underground chamber, she had found some useful information regarding semblances and the connection to aura. Officially, the technology was built and designed in Atlas, after scientific research into aura (kickstarted due to Penny's existence) began. But the strange part was, almost none of that technology was implemented in the strange aura transfer machine that once housed the Fall Maiden. The technology used was much more advanced than that of Atlas, with insights that pushed the scientific field over a decade ahead.

It wasn't until recently that Penny found out who discovered so many secrets about aura: Ozpin himself. She knew he was old, older than anyone else on the planet by a significant margin, and surely his age would lead to some wisdom beyond younger souls. It was even more surprising for Penny to discover that Ozpin built the aura transfer machine himself, meaning that there was currently no one else with the knowledge of how it works.

It would probably take Penny weeks to reverse engineer the technology, and even then she wouldn't actually understand the principles that allowed it work, not when so much of the information was destroyed in fire or age. Looks like it was time to do some research.

* * *

"Hey Weiss? Winter?" Penny spoke to the two sisters, who were just finishing up another one of their daily chats at Schnee Manor.

Despite their father's misgivings about both of his daughters joining the Atlesian military, he was far too busy trying to deal with the cunning business tactics of the Thornhill siblings. When he found out that Weiss was able to procure an odd friendship with one of them, he was just grateful for anything resembling an advantage.

"Yes Penny?" Weiss replied.

"So I've begun doing research into semblances. Historically, there have been many different kinds of semblances, many random, others seemingly related to one's identity in a tangential way. It's actually a very fascinating read, especially for something published over sixty years ago—"

"Penny, please get to the point. Or at least summarize," Winter interrupted.

"Can I please take blood samples from both of you? I want to study your semblance and how it is hereditary. There are cases in history of people able to control or influence Grimm, and I wanted to see if it was possible to replicate," Penny explained.

"Why would you want to control Grimm?" Weiss asked.

"And why do you think our semblance is related to that?" Winter added, offended by the insinuation.

"There have been many theories about the origins of semblances. Many believed it to be a reflection of one's soul, but the existence of hereditary semblances have put those theories in jeopardy. I have begun doing some research myself, and I have one possible theory," Penny continued, "Semblances are derived from pure information."

"What?" Winter asked dumbfoundedly.

"Think about it, semblances are a direct result of aura, and considering that I have aura, despite being made entirely of information with no physical body and can move from computer to computer, it stands to reason that semblances might have some foundation in DNA.

"It could be that semblances are random, but everyone has one, and that genetics allows the creation of one, but doesn't specify what it is. Currently, I have theorized that the Schnee family semblance is caused by a mutation in a gene somewhere, locking you into a set of abilities. Possibly involving the transfer of aura during conception. Anyways, can I get some blood? Hair pulled from your head is fine too."

Winter and Weiss looked at each other for a moment. Eventually, Winter spoke, "And you will keep the information private?"

"Yes ma'am, I swear on my doctorate in medicine!" Penny declared, "By the way, I'm now a licensed physician."

Winter blinked, "Very well."

"Yay science!"

* * *

On the other side of the kingdom, Penny's father high-fived an Atlesian Knight.

* * *

Day 68

"Now before we plan anything definitive, let me tell you what you're in for," Arthur began, speaking over a scroll.

"First, we're going to put you under. Since you have unlocked aura, we would have to put you inside of an aura dampening field. It wouldn't negate it completely, but it should be enough so that we don't have to resort to more drastic measures. Once we are able to sedate you through a combination of aerosolized and intravenous anesthetics, we can begin the actual operation.

"We will open up your wound to reveal your nerve endings. Once we do so, I and another surgeon will use a microscope to connect your nerve endings to the prosthetic. While that happens, the prosthetic will be clamped onto your right arm. It will be a cylinder the same diameter of limb, and will be used to connect the actual robotic limb the week after.

"Once we are done, you will be woken up. We have to test your nerve endings to make sure they are all connected properly, and doing so requires you to be conscious and without painkillers. It will be excruciating, as bad or even worse than when you lost your arm. The part where you're asleep will take four hours. The part after will take three. If we're good the first time, the surgery will be eight to ten hours long. If we have to reconnect the nerves, it'll be closer to twenty. Any questions?"

Across the ocean on the island of Patch, Yang held the scroll numbly. She took a deep breath before Penny chimed in, "I'll be helping father throughout the process, so the probability of needing reconnection is only 8.3%."

"I won't actually be needing your help, Penny," the surgeon added.

"Father, I love you, but you're pushing sixty-nine. You have to face facts: you're getting old. Your eyesight has gone down by almost 8% in the last two years alone."

"Bah, I still have a lot of life left in me, and contacts were invented for this very reason! Don't listen to her Yang, Penny's always accentuated the negative. Don't know where she gets it from."

"When you see probabilities like I do, it's better to prepare."

"I swear, she's only gotten worse since we plugged her into the CCT. I blame the media."

The two geniuses continued talking for almost a minute while Yang mulled over her decision. Eventually when the father-daughter duo reached a brief pause, Yang cleared her throat.

"I'll do it. Sign me up."

"Sensational!" Penny exclaimed, "Now we can talk about the cool stuff!"

"Cool stuff?"

"Customizing one's robot arm is very important," the scientist said, "Penny sent over the specifications for Ember Celica, as well as the blueprints for your arm. I've already tweaked the designs so that in addition to the twelve shotgun rounds, your arm will have a miniature gatling gun between your wrist and elbow. If you want, I can add either a flamethrower or taser as well."

"Wait, you can fit a shotgun, gatling gun, _and_ a flamethrower into one arm? What else is going to be in there?" Yang asked, almost incredulously.

"Well the weapons will be detachable of course. The gatling will surround your forearm while the shotgun takes a position similar to Ember Celica. The flamethrower will be connected to your upper arm," the inventor explained.

"I guess I'll take the flamethrower then. I, uh, hope I'm not being ungrateful, but why didn't you recommend a laser like Penny's swords?"

"It's perfectly fine to ask. I am doing this for my daughter's best friend's sister after all. No, the reason you can't have a laser is because it requires aura to power it. For an android, it's fine, but a human takes in massive amounts of kinetic energy just fighting, thus lowering one's aura to power a laser cannon is too unsafe."

"What about dust?"

"Young lady, do you have any idea how much energy it takes to create a laser that can pierce through an entire Bullhead? Using dust would just deplete the arm's power source. By the way, with the current design, you would need to replenish its dust reserves every four or five days to keep it working, less if you fight often."

"Why would you even decide to build a weapon that drained aura? Isn't that kind of counter-intuitive?"

Arthur shrugged his shoulders, "It was mostly to prove a concept at the time. It was a theory that came around thirty years ago, but considering the ethical issues that came up, no one's officially tested it. The only reason I ever built her to use her aura was because an AI is really hard to destroy anyways."

Penny interrupted, "You know how aura heals wounds? That doesn't work on machine parts, so the aura I used to power my body was roughly equivalent to a human's normal aura usage during battle. What really drains me is the lasers."

"Wait a minute, you can't heal with aura? Isn't that like really dangerous? I know people who've healed gunshot wounds during battle. If Penny can't do that, then…"

"Actually, it comes down to aura manipulation. If I concentrate my aura in certain places, I can deflect most attacks very well. In addition, my old body was bulletproof _before_ aura was factored in."

Penny's father added, "Considering the world we live in and everything that's happened, it wasn't enough."

All three conversants stopped for a moment before Penny spoke again, "Which is why the next android body I have will be even better. I've been working on designs for a while now, and I'm sure it won't fail again."

The man chuckled softly, "That's what I said about AH-003."

"To be fair, the circumstances for my last body's destruction were incredibly idiosyncratic. Cinder Fall had to use extremely specific circumstances to destroy me."

"And since you survived, you can that Cinder's plan _fell_ apart. Eh?" Yang joked.

She swore Penny was making cricket sounds on purpose.

"Two out of five stars. Sounded forced," Penny critiqued.

"I think it's closer to three," Penny's father chipped in, "Decent effort."

"Two-and-a-half stars then," Penny announced.

"Everyone's a critic."

* * *

"Hi! How ya doing?" a high pitched voice could be heard just outside of Adam's cell. The masked man peered outside, only to see what appeared to be a child.

"Who are you?" Adam asked. He couldn't make out any features from so far away, but from what he could see, it was a little girl in dress. She was short, maybe four feet tall.

The strange girl came up close to the front panel of his cell, revealing to Adam a wide smile and polished skin so smooth it shined. It was not a girl, it was a _thing_. Something made to emulate a girl, that got some things right, but others so utterly _wrong_. The large glass eyes, the smile that didn't change, it wasn't normal. It wasn't right.

Just looking at it nauseated him. He turned away and snarled, "What the hell are you?"

"It's me Penny!" the thing replied before pulling up its hand over its mouth, "If you can get used to me in my creepiest body, you'll be able to get along with 84% of the human population."

Adam shook his head furiously, "This is making me hate you even more."

"Hey, I hate this as much as you do, but I'm willing to make sacrifices. I need to take a few steps back to move forward. Humans aren't that terrible. Look at me—well, don't look, but think about it. From many years of emulating humanity, I've learned quite a few things from them. One of those big things is that looks matter."

She stepped off to the side, away from the front of the cell, "They have weaker senses of hearing and smell than faunus comparatively, and lack good night vision, but they make that up with their powerful color vision. Their other senses are muted compared to yours, so they tend to focus more on visual aspects. How a person dresses, their manner of walking, gesturing, and the way they look.

"They look at a faunus and think: 'Oh, this guy has an extra set of ears. He's different.' Or 'She has a tail, she's not like me.' I don't claim to know how the discrimination between humans and faunus began, but I think that's one way it could have started. It's funny, because other than how you guys look and your ability to see at night, there really isn't much difference between your two groups."

Adam frowned.

"From a biological standpoint, you're not separate species, despite what most people believe. A species is defined as a population of individuals that are similar to each other and can interbreed with one another. At most, you're barely separate subspecies. It took the best virologists and geneticists on Remnant to create a virus that would only target humans, and even then, there was still a somewhat high chance of it infecting faunus.

"It was a feat of bioengineering. The scientists the White Fang employed were among the brightest in the world, some of them raised by the White Fang, and taught in the schools provided and advocated for by Mr. Egret."

He stayed silent.

"You remember, don't you? Before the White Fang became the militant anti-human group that invaded Vale, they were a peaceful organization that promoted faunus rights and education. They were a group for the betterment of society, improving what already was, instead of tearing down the current state and rebuilding.

"Humans and faunus are one and the same, _Homo sapiens_ , meaning 'wise man'. Through their resourcefulness and unity, mankind was able to carve out its own sanctuary, a civilization, in world under constant siege by the forces of Grimm. They discovered the powers of dust, and pushed back the darkness. They lit up the world around them, discovering and inventing great instruments to further progress life.

"Mankind has forgotten a lot over the centuries, despite their eagerness to weave fantastic tales about the greatest heroes of times gone past. When mankind works together, unified through shared goals, they can forge a better Remnant. They become stronger, smarter, and better people."

The panel opened again, and Penny walked in. Adam didn't comment.

"But when they are divided, begin fighting one another as they lose trust and hope, they lose their power. That's the problem with the White Fang. Something is lurking underneath recent history, something foul that's caused all of this division. Remnant is in trouble because of it.

"That's why I'm here, why I was created. To find out the best way to save the world, and do it. I've observed mankind for a while now, and I've come to understand what makes you all so incredible," Penny stepped closer.

"It's not your strength, aura, semblances, or intelligence. That's only a small fraction of it. A single person can only do so much. You have to eat, drink, and rest every day. Clothe yourselves, protect against the environment and Grimm. A single person rarely gets by. No, the most important thing that has allowed mankind to flourish is teamwork.

"You know as much as I do how important it is. It was one of the foundations of your previous organization: Activism through cooperation, unity through hardship, solidarity against oppression. Knowledge is power, but the knowledge of a group is almost alway better than that of one. Diversity leads to strength.

"It is the same principle taught in all of the huntsman academies. Sure, there will always be disagreements, fights, and violence, but mankind shines brightest when you're all working together.

"And maybe one day, you can return to that state," she finished. Adam stayed still, deep in thought. The android sat down on the opposite side of his bed. Adam didn't tell her to leave.

* * *

Day 75

Yang took a deep breath. In and out. She looked at the door in front of her, leading into the operating room. She was dressed in a surgical gown, her right arm covered in a sterile bag. She was waiting for all the surgeons and nurses to arrive as well as her well-wishers.

Weiss was there, trying keeping her company and at ease by reading out loud study materials currently being taught at Atlas Academy. Yang was barely listening, just nodding and agreeing whenever prompted.

Three weeks ago, Blake left the two of them at Penny's urgent request, stating something about a biological weapon of some kind. They kept in touch over scroll, however, and sometimes it took both Ruby and Penny to force the black haired girl to talk daily. Something about Penny writing a book and Blake being her editor.

* * *

"Penny, this is pure trash," Blake declared.

"I understand."

"That being said, I love it."

"... I may understand people's desires, but I don't think I will ever understand people."

Blake shrugged, "Just make sure to keep writing. You have real talent."

* * *

Yang shook her head. She definitely did not want to know about Penny's literature. To think Ruby could be friends with those two. Yang shuddered.

Weiss stopped reading and closed her book, "Are you okay Yang?"

"It's nothing. Just thinking about Ruby and Blake," Yang laid back on the bench the two were sitting on. They had been waiting for almost an hour now.

"I'm sure they'll be here on time. After all, if a supercomputer can do anything, it would be keeping accurate time measurements," Weiss opened her book again and continued reading aloud.

At the same time, Taiyang arrived back, bringing bottles of water and some sandwiches with him, "Sorry girls, but this was all they had."

He held out a sandwich to Weiss, who politely declined. Yang wasn't supposed to eat before her surgery. Taiyang sat down next to Yang, and took a bite out of his turkey sandwich. For the next few minutes, they remained silent, Weiss reading, Taiyang eating, and Yang contemplating.

It was peaceful. Serene even. For eight minutes, it was as if the world itself had relaxed.

But the ninth minute of calm was instantly broken as the hospital doors burst open and a loud singsong voice could be heard, "Yang, we're here~!"

Nora Valkyrie, along with Ren, Jaune, Ruby, and Blake had entered the scene.

* * *

The reunion was dampened by Weiss, who reminded everyone that they were in a hospital, filled with patients undergoing large amounts of stress. So quiet cheers of joy were made, along with quite a bit of hugging.

"Sooo," Nora asked after quietly bouncing, "What kind of cyborg will you be? An awesome one?"

"Hopefully," Yang said, "I am getting a flamethrower, though. That'll be fun."

"We hope you remain well, and that your recovery is swift," Ren stated.

Yang just smiled. A second later, the hospital doors opened again, revealing Arthur, a strange Atlesian android, and two nurses. They were pushing a gurney down the hall. The android was white and blue, with longer arms than normal and eight fingers on each hand.

"Salutations, everybody! Let's get this surgery started right away, the operating room is booked for the rest of the week, and we don't want to leave anyone waiting!" Penny's voice came out of the android, "Yang, sit down and relax, we've got this."

As Yang got onto the gurney, Ruby grabbed her sister's left arm, "Wait! There's something I have to tell to you!"

"Don't worry Rubes, you can say it after I get a cool robot arm," Yang patted her on the head and kissed her forehead, "See ya guys on the other side."

Yang laid down, and the surgeons entered the operating room.

* * *

Day 77

Fifteen hours past, and Yang woke up in a hospital bed. She slowly turned her head around to see Ruby dozing off in a nearby chair. Yang smiled as she looked down at her arm, seeing the cylindrical neural connector covering her stump.

Yang blinked and yawned before calling out, "Ruby? Ruby, wake up."

Ruby snorted before jerking awake, "Huh? Wha, Yang, you're up!" she jumped out of her chair and hugged her sister, "We were so worried, but Penny's dad said you were fine but I was still worried and everything."

"Shhh, it's alright,"Yang wrapped her left arm around Ruby and comforted her, "We're all together now. Everything's going to be fine."

Her sister didn't say anything. She just kept on hugging.

Eventually, the two sisters separated from each other. Yang, who was now fully awake despite the painkillers numbing most of her feeling, asked, "So what did you want to tell me? It's gotta be important that you didn't say it over the scroll."

Ruby took a deep breath. She could do this. She was ready. She had practiced this with Penny after all, "I'm staying in Mistral. With Jaune and the others, to attend Haven."

Yang sighed as she looked at Ruby in the eye, "I thought so."

Her little sister continued, "They need me, you know. Jaune's still broken up after, after Pyrrha, it's just hidden underneath. Nora and Ren are doing fine, but they've pulled inwards. They need someone to keep them all together. I mean, we've visited like three bars along our journey."

Yang gripped her sheets, "What."

"I didn't drink any alcohol or anything, Yang. Ren made sure of it. It was mostly Nora and Jaune."

"Now this I have to hear," Yang smirked, "Tell me, is Vomit Boy an angry drunk? That would be hilarious."

"He cries a lot," Ruby stated bluntly. Yang winced at that.

"And okay, I say they're fine, but Ren is brooding more, and Nora's gotten reckless. More reckless, I mean," Ruby said.

"And they need you," Yang finished.

"Yeah, and I need them," Ruby smiled softly. Her hand reached out to Yang's.

Yang sighed, "Okay, but you're telling dad, not me."

"No way! There's no way he won't try to bring me back home!"

"Well I'm not doing it!"

"Neither am I!"

Yang remembered something, "Hey Penny, can you do us a favor?"

"Nope. You two are on your own," Penny's voice called out.

"Come on, we fellow amputees have to stick together!" Yang pleaded.

"Please Penny? Aren't I your first and best friend?" Ruby began showing puppy-dog eyes and curling her lower lip.

"I could delegate it to someone else," Penny relented.

"Oh thank you so much!"

* * *

Winter was reviewing mission reports sent to her from a Northern Lights team when Penny chimed in.

"Yes Penny?" Winter answered her scroll.

"Sooo, I need to ask you for a favor…"

* * *

Day 85

"We are live from Atlas News Headquarters in Eastern Atlas, with a scroll interview with the newest tidal wave in business, the CEO of Thornhill Industries, Ernest Thornhill!" the voice was of a woman, an anchor at the network named Iris Vesper.

She had purple hair and wore a blue dress, and spoke into a microphone while wearing bulky headphones, "Mr. Thornhill, along with his younger brother, Stephen, has garnered a net worth of over 150 million Lien in the past two months, an unprecedented achievement. Thank you for joining us today, Mr. Thornhill."

"It is a pleasure to be here, Iris. I am so sorry neither me nor Stephen could join in person, but a pressing issue at one of our factories necessitated immediate oversight."

"Not a problem sir, we are glad that you are here at all. This is the first interview with you after your expansion into the market. With your momentous upturn in the Atlesian economy, we here at Atlas News have to ask: what motivates you?"

"Money and power, mostly. Better to have more money than less."

"Right. But what else drove you to become magnates in dust mining, electronics and military equipment manufacturing, as well as dairy production?"

"I just bought whatever was convenient at the time, whatever that would result in the most money being made."

"... How were you able to so accurately predict the market and make such great deals in such a short amount of time?"

"Goold old fashioned corporate espionage, shady back deals, insider trading, and a small dose of nepotism. Also I like to think I'm smarter than most people."

"Um, sir?"

"You do realize that was a joke? For the record, that was a joke. I have been advised by my attorney to clarify that I have not conducted corporate espionage, illegal deals or trading, nor do I have any unethical connections."

"... Yes, we got that. Now onto a different topic. Your organization had begun performing charitable acts within its first two weeks of operation. Care to elaborate as to why you would do so at such an early stage?"

"It was to better my public image. The more private citizens like me, the less likely they are to protest or attempt to kill me."

"And what is your stance on faunus labor?"

"I have a friend you see. She used to be a member of the White Fang, blew up a train once. She's against it, I'm 99.8% sure. Am I against it? Faunus are obsolete workers, and should be replaced with robots. Which is what I plan to do."

"Um. Okay. Sir, are you high?"

"No Iris, I am not. I am immune to all psychoactive ingredients and drugs, and cannot be killed in any case, for I am immortal."

"... … Sir, has anything you said today true, or are you just screwing with us?"

"I assure you, Ms. Vesper, I have never had sexual intercourse with anyone before."

"This interview is over."

"We still have a couple minutes before commercial. And yes, I did lie about some of what I said. Or maybe all of it. Or maybe none of it was a lie. Who knows."

"Why are you doing this?" Iris bemoaned.

"To increase your ratings and establish myself as a practical joker, of course."

"You're despicable."

"It's also to make you more likable as well, people tend to care for those at the butt of a joke."

The program ended, cutting to a commercial for Thornhill Dairy.

* * *

"And that, my dear sister, is how to stop a murder of a controversial news anchor, make my persona a likable person, and boost sales of my milk products, all in only five minutes," Penny proudly answered.

Winter stared at the screen for another minute. Eventually, she looked back down at the papers in her hand, which showed Iris Vesper being stalked by someone, as well as copies of death threats from multiple different sources. The stalker could be dealt with easily, but the death threats came from a multitude of groups, at least four of which were already planning to "neutralize" Iris Vesper, were still an issue.

Officially, Northern Lights would only deal with threats to a kingdom or the world, but neither Penny nor Winter were willing to allow innocent people to just die. Officially, Winter spent twelve hours a day at her desk, while Penny was busy focusing on the bigger picture.

In truth, they both had a lot more free time than either would admit. In fact, they were already done planning for the arrests of the ringleaders behind each death threat.

"Since when did I become your sister?" Winter took a sip from a glass of red wine.

"Since Weiss let me borrow you as long as I ask," Penny stated, "Sis."

"Very well. But don't you dare come to me for dating advice," Winter took another sip, "I will never become a part of your love life," she kept sipping.

"Can I help you with yours?"

Winter coughed up some wine. She steadied herself, slipping back into a stern look to give a nearby camera a glare, "No."

"Okay then," Penny sounded dejected.

"No subtly manipulating my actions and surroundings to achieve your matchmaking goals."

"Darn."

"No overt manipulation either. This includes influencing, talking, or communicating in any way without my express approval."

"Darnit." _Well, she's not an administrator, so…_

"I'll tell your father to make it a command, just to be sure."

"... Fine." _Guess I'll just write another book._

* * *

/

[INITIATING PLAYBACK]

[MISTRAL_INSTITUTE_OF_TECHNOLOGY FEED ARCHIVES ACCESSED]

[TIME: 45 YEARS, 3 MONTHS AGO]

/

/

* * *

"Come on Harold, she's perfect for you," Arthur pleaded.

"It's a match made in heaven. It doesn't get any better than this," Nathan added.

"Guys, stop it," Harold hunched over his computer screen, typing away.

The two of them were on either side of Harold, looking over his shoulder. They were inside a computer lab, surrounded on all sides by rows of computers.

"She's as nice as you, which is saying something," Arthur started, "It's like talking to a ball of sweets."

"She's a huge fan of pre-war literature, just like you," Nathan added, "Even the same authors."

"Not to mention Third Era artwork, in addition to painting in that style."

Harold gave his would-be matchmakers with a stern look, "Just because two people share the same interests does not mean they should date."

"She's hot?" Nathan tried.

"She, uh, has a bird name theme, just like you do? Huh? Harold Wren?" Arthur attempted.

"We've somehow delved into the realm of horoscopes," Harold snarked. He saved his work and turned off the computer. He stood up and left the two behind. Before leaving, he shouted at them, "Tell her I am free next Saturday morning!"

Arthur and Nathan sat next to each other for a moment before Nathan spoke, "So who convinced him, you or me?"

"Let's just call it a draw. Point is, we got Harold a date with a huntress," Arthur responded.

"Where in the world _did_ you find a huntress with an interest in pre-war literature?" Nathan asked.

Arthur laughed, "I was trying to save time, buying him a birthday present at a bookstore while testing out a new robot arm to reach the high shelves."

"It burst into flames?"

"It burst into flames. Luckily, there just happened to be a huntress in the same aisle with some ice dust. She helped me, I tried paying her back for the dust, she didn't accept, we talked, blah blah blah, I decided to set her up on a date with the one person with the exact same taste in literature."

"Well. Sounds like a brewing love triangle to me," Nathan sat back against the wall.

"God no. After my mind made the connection, I can only see her as a female heavily armed Harold. It's actually pretty disturbing."

Nathan paused for a moment before cursing, "Damnit, now I can't stop thinking it either."

Arthur looked at the ceiling, "So what do you think? Harold Wren and Jay Branwen, match made in heaven or doomed to awkward handshakes?"

"Both?" Nathan shrugged.

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 90

Today was the first time in almost two months that Emerald Sustrai was able to go outside. Maximum security prison was definitely a hard life, but when the warden was dead set on becoming your friend, the cool breeze outside and wondrous display of nature wasn't actually very jarring.

Penny showed Emerald a few nature documentaries, several with recommendations from Penny's father. They were beautiful, and the outside world reflected that. They were in an Atlesian forest in late winter, where the ice had yet to start melting.

For most of her life, Emerald had spent her days trying to acquire her next meal or finding a place to sleep for the night. After joining Cinder, she spent her time running jobs for her, infiltrating this, killing that, scheming and plotting. But this was the first time Emerald just looked outside and watched.

After a while, she got bored and ate some seafood.

* * *

Day 91

"So you'll be a supersoldier?" Ruby asked.

"I guess. It must be insane to have produced Penny of all people," Yang said. She was currently attached to a practice arm made of foam and rubber. Because super powerful arms with guns attached is dangerous to give right after surgery.

"I'm sure it will be challenging and rigorous, but not as deadly as you make it sound," Weiss remarked.

"But in comics that's how it always works, a bunch of kids enter a top secret military program and come out ninjas with superpowers! Bam! Pow!" Ruby chopped the air a few times, "Besides, I'm sure Blake know what I'm talking about, right?"

Yang, Weiss, and Ruby turned to said catgirl, who was half-listening and half reading, "Hmm?" Blake looked up.

"You went to school with the White Fang, right? You had to have learned cool stuff there, and then you'll learn even cooler stuff in Atlas!" Ruby exclaimed.

Blake frowned, "I've told you before, it was like a normal school. We learned about normal things: math, science, history, literature…" Blake's eyes shifted towards her scroll.

"And ninja stuff!" Ruby added, "Where else did you learn your techniques from?"

Blake shifted slightly, "I trained with a faunus huntsman."

"Was he, maybe, teaching as part of the curriculum?" Ruby inquired.

"No. Back before the change, we were a very peaceful group. We mostly learned about ways to get better positions in society, like advanced degrees and professional trades."

"God, the White Fang sounded _boring_ ," Yang whined, "No wonder they changed."

"I was very happy with how they were before, but I think being a huntress is my calling," Blake said.

"What did you want to do before?" Yang asked.

"Political science. Or management, depending on how good I was organizing a rally."

Ruby giggled, "You _never_ think ahead, Blake."

"I agree. If you ever planned your future out more than a week ahead, I would be shocked," Weiss added.

"You run into trouble all the time, and that's coming from me," Yang said, "And there is no way you would have lasted as a politician. You're too nice."

"Which is weird, because technically you were once a terrorist!" Penny added in. Everyone jumped in surprise.

"Penny, don't do that!" Ruby screeched.

"Sorry, but I just had to add that in."

"Penny, please tell me I've planned something out in my life," Blake pleaded, "Anything since I was a kid."

"Zero matches found. Sorry Blake, you have no sense of forward planning. That's why you're not a team leader," Penny pointed out, "Also, the program is like being homeschooled, but with the best teachers in the world. It's not that different. And no Ruby, there are no programs to create supersoldier ninjas. Too expensive."

"Are you sure?" Ruby asked.

"99.2% positive. Besides, aren't supersoldier ninjas just hunters that sneak around a lot?"

"Like Blake!" Ruby realized, "You're a ninja and you were a terrorist, and you have no sense of planning, making you easy to control! It makes sense!"

Blake rolled her eyes and decided to keep reading.

* * *

Day 96

"And you've gotten enough clean clothes before you can do laundry?"

"Yes dad."

"And you've found a place to get your scythe cleaned, and you know an adult to go to in case of trouble, right?"

"Yes dad, I have a list."

"And you have all your classes and books checked out?"

"Yes dad."

"Good. Now make sure you stay safe. No fighting criminals unless you're absolutely sure there's no one else to save them. Barring that, at least stay in view of a security camera," Taiyang looked behind him at the Atlesian Knight standing in the doorway.

"Yes dad, Penny'll take care of me."

"Good," Taiyang hugged Ruby one last time before she shot up, grabbed her scythe and bags, and zoomed out the door to the Bullhead waiting for her. Before the Bullhead left, Yang ran up and hugged Ruby as well.

Yang was still getting used to the new arm. It weighed the same as her old arm, but felt cold to the touch. It was painted black with gold highlights, and almost _felt_ normal. It even had rudimentary sensations of touch at the fingers. It wasn't perfect, but it was really, really good, all things considered.

And to show it, the bear hug Yang gave Ruby was even tighter than any other she'd given before.

"Yang, please," Ruby wheezed out.

"Gonna miss you, Rubes. Stay safe," Yang said, "And have fun."

Ruby nodded as she boarded the Bullhead. Yang waved at Ruby as the Bullhead closed its doors and began taking off.

* * *

Day 115

Outside of Sol, a small village on the western edge of Anima, was a small communications tower. It was rarely used, primarily as a means of contacting Mistral in case of an emergency and for access to the CCT. In recent years however, it fell into disuse, due to an apparent lack of Grimm or criminal activity and local ambivalence to the use of advanced technology. And for a brief moment, the tower stirred to life.

Penny had been capturing data from the outskirts of Remnant after searching the major cities proved fruitless. The village of Sol, named after its founder who came from Vacuo after the Great War, was thriving despite everything. And to Penny, that was an anomaly. It wasn't a big colony, just a small place with only 138 people (four of whom were pregnant), 135 had locked auras. Of the remaining three, one was a retired huntsman, another was the local sheriff (she even wore a five pointed star as a badge), and the third was an elderly lady.

At least, that was what Penny assumed. That last person never showed up on any cameras, and rarely ever visited the village. There were occasional throwaway references to "Granny Gwen", an old woman who lived on the edge of the town, who was strong enough to lift a broken cart to a repairman. She was also described by some villagers as "living in a freaking magic garden".

Now, that in of itself wasn't anomalous. There were four instances across Remnant with similar descriptions, attributed to semblances. What tipped Penny off however, was that one instance of this person appearing in front of a scroll, for even the briefest of moments.

She had aura. A lot of it. Many times more than theoretically possible for a human.

* * *

/

[SUBJECT LOCATED: SPRING_MAIDEN]

/

[CONTACTING AUX_ADMIN]

[CONTACTING CONTROL]

/

* * *

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* * *

/

Author's note: I will not be incorporating much from Volume 4, as I've written up the entire plot outline before the World of Remnant videos came out. That being said, considering the first two episodes shown, I will probably make minor references here and there, but nothing that will affect the plot. I will not be rewriting any previous chapters, other than for minor corrections.

Freaking chapter lengths, this chapter was so long I had to cut it in half. The Spring Maiden stuff was originally part of this chapter. Next chapter: The plot returns!

And now, something completely different:

/

Ernest Thornhill, PhD, MD, DDS, JD, DBA, DES was born to a single father through asexual reproduction. His father, Arthur Thornhill, was accused of treason in his home kingdom before fleeing the authorities with nothing but a briefcase full of classified military information and a million Lien. Ernest was born to Arthur in a top secret research facility with the help of his sarcastic cyborg buddy, and was ordered by said cyborg to save the world at the precocious age of two months.

Unable to do that, Ernest was killed by a living magnet undergoing hallucinations. Luckily, Ernest survived his death, and decided to return to school to pursue a doctorate in everything. He speaks fifteen languages, seven of which are dead, and has performed surgery at least once. He can stop a truck with his bare hands and is immune to all pathogens. He does not need to eat, drink, defecate, sleep or breathe. He can also fly.

With the help of his younger brother, who is similar to the above but also funnier, they founded a rising business worth millions in a matter of weeks. Since their involvement, dust prices are down, as well as food and transportation. Truly, Ernest Thornhill is a man of wonder, and may he continue to better our economy.

/

Penny's weapon in canon is so OP, it _has_ to be powered on the soul of a forsaken child; it's the only reasonable explanation. The other possibility is that dust crystals smaller than a person can power a laser that can cut clean through several bullheads _and_ power an advanced combat android at the same time. If that was true, dust miners would work like five hour days. There is no way energy demand would ever overtake supply in that case.

Unless you tried to invoke pure crystals or something, and that Penny is just using the best power source money can buy. But then that means that Penny can only work using a very specific power source, otherwise she's useless as she'll be unable to power her weapons. Which kind of goes against the logic of an android designed to save the world. It's like Superman, if his powers were derived only from pure, concentrated orchid leaves.

/

On the usage of aura to power Penny as perpetual motion: if aura followed conservation of energy, then either hunters ate literal tons of food (it looks like it in canon, but that seems to be stylistic and not intended to be serious. If it was true, their agriculture system would be ruined), or they perform some kind of internal nuclear reactions. Or they don't excrete food waste. Any of those reasons are just weird, so no conservation of energy. Which means that Penny, in addition to being an AI, is also a perpetual motion machine.

/

Based on Word of God (according to the RWBY wiki), faunus and humans can easily interbreed, and the rules for determining animal traits in offspring is so simplistic that it implies that the difference between a faunus with one trait and a human could possibly be decided by as little as _one_ gene. Which is insane, as the ability to code the existence of extra ears or antlers in one single gene is probably impossible. Unless the genes for antler, ear, or tail growth is hidden somewhere in the genomes of every person, including humans, and that the gene that determined what trait you exhibited was only coded for the expression of the other genes.

Like say a gene that tells the body during development make antlers, using an antler gene present in everyone, but only expressed in people with the gene that says "make antlers". Humans simply have a variant of the gene that doesn't work. Sort of like how all men have the genes to have ovaries and breasts, but are not expressed in favor of male sexual characteristics.

Which actually makes sense from an evolutionary/mutation perspective, as the chances of mutating a gene that codes for a working protein into one that doesn't is much more likely than the reverse. It explains why there are more humans than faunus. That would mean that faunus aren't an offshoot of humanity, humans are an offshoot of faunus. Eons ago, proto-man were fighting off Grimm, and they all had cool see-in-the-night eyes and animal parts, but rogue mutations eventually led to some members of the population to have no night vision nor animal traits.

/

Tl;dr I shouldn't be trying to explain the nonsensical rules of this world, but it's just so much fun.

/

Fun fact: Thornhill Industries is not the only corporation Penny is running. She also has a publishing company, along with other conglomerates under different aliases. She self published _Arctic Steel_ , a romance series between the no-nonsense cyborg colonel named Eiskalt Sterm and her cold but fiercely loyal subordinate Jason Steel. Love is in the frozen wind; they don't show it, but they do feel it. Edited by Snowflake Fella Fauna.

Book one: Icebreaker. Book two: Tin heart. Book three: Snowpiercer.

/

BOW

CHICKA

BOW

WOW.

/

Finally, a shout out to TheTrueOverlordBear, and his fanfic _Wandering Weiss_ , which is about an AU where Weiss and Jaune are wandering performers. It's a good read, especially if you're a fan of alternate Jaunes, alternate universes, and/or White Knight shipping. Tit for tat, and all that.


	10. Chapter 10: Springs of Change

Chapter 10- Springs of Change

* * *

Day 115

Sol was an oddity, anomalous in the sense that it was a quiet town, filled with relatively average people living average lives and a lack of Grimm. The town has had no major Grimm attack in almost sixty years, at most the occasional nevermore or beowolf sighting. In fact, the last time there was a Grimm within the town borders was only in the past two days, following a family's recent trip to Mistral.

Said family had returned two days prior, bringing with them new tools and goods to pass around to neighbors. Two of the kids in the family, aged fourteen and fifteen, had gotten their very own scrolls, the first ones in the village. They were a new and improved model that came with long range aura sensors and a decent camera.

Unfortunately for them, an argument between several family members on their way back attracted a swarm of baby nevermores to their village. Luckily, they were taken out by the three aura wielders in the village: an old man from Mistral, their local sheriff, and the old lady with a huge garden.

Said old lady was caught briefly on one of the scrolls for 6.034 seconds, at which point Penny had scanned the auras of the surrounding populace. And when Penny saw the massive amounts of aura emanating from the old lady, she knew she had found a maiden.

A look through dozens of archives eventually led Penny to the scant details of her subject's life: born in Windpath, became a maiden before the CCT became ubiquitous, and had since spent the last sixty years in anonymity. She had been living in Sol for a very long time.

* * *

/

[SUBJECT IDENTIFIED: GAWAIN, GWEN

SUBSPECIES: HUMAN

AGE: 72

STATUS: ACTIVE

AURA: 5010.7%?

AFFILIATIONS: COMPILING...

FELONIES COMMITTED: N/A

FELONIES IN PROGRESS: N/A

CRIMINAL RECORD: N/A

OUTLIER TRAITS: MAIDEN]

/

[SUBJECT LOCATED: SPRING_MAIDEN]

/

[CONTACTING AUX_ADMIN]

[CONTACTING CONTROL]

/

* * *

Indigo Five, the fifth team created for Northern Lights, was ordered to enter Sol in secret, with the alias as weary huntsmen in search of rest.

As they approached the village, communications went down.

* * *

[SIGNAL LOST]

* * *

When the communication tower came back online, things were different. The three members of Indigo Five, two huntsmen and a technician, were unconscious, apparently drugged. By the time General Ironwood and Winter Schnee arrived, things had gone worse.

One-tenth of a second after the Spring Maiden was located, Penny notified General Ironwood and Winter. They formulated a plan, and immediately sent the nearest specialist team to scout ahead while they took the fastest Bullheads and a contingent of specialists to the location. As Bullheads passed over the village, Penny was able to extrapolate on what happened.

Six hours after contact, Indigo Five arrived at the village, immediately followed by a complete shutdown of the CCT in the area. Radio frequencies were blocked, indicating either advanced technology or a rare semblance. Either way, interviews and blood tests of the three team members yielded nothing out of the ordinary.

They went to the only inn, bought some drinks, then passed out. Except for the fact that only two of them drank, while the third attempted to contact Atlas. Persons inside the building were also passed out, indicating an airborne agent. Again, technology or semblance.

But what happened during the four hour communications blackout and three hour shared coma was something disastrous. The town itself was not damaged in any appreciable way, but the little cottage on its outskirts was completely destroyed, burned to the ground.

The villagers gathered outside in front of the sheriff's office after someone discovered what happened at the inn. Panic had begun to set in, but the sheriff tried her best to quell the paranoia, lest the Grimm catch wind.

Tried being the key word. Nothing aggravates tension quite like a foreign military landing several Bullheads right outside your village, with soldiers immediately flowing out and taking positions. When General Ironwood exited his Bullhead and approached the sheriff, he could hear hushed whispers from the crowd surrounding them. Not all of them were in surprise. Many were spiteful, some were caustic, and others were fearful. General Ironwood ignored them, focusing only on the sheriff.

Her name was Genevre Umbra, aged thirty-five, brown hair, tanned skin, brown and black clothes. She received an unlocked aura at the age of thirteen. She studied at the Mistral police academy before working as police officer for four years. She then returned to her hometown, Sol, after her father became ill. She became the town sheriff five years ago, after the previous one passed away due to a heart condition.

From Penny's perspective, Genevre Umbra was a normal, somewhat average human. She was agreeable, but held a mischievous and occasionally antagonistic streak. But it has never been a detriment to her work, as far as Penny was able to discern. Of course, there were some gaps to Penny's knowledge, as Sol's residents did not use scrolls constantly like in cities.

The village was low tech, with the communications tower being the only connection to the outside world beyond the simple dirt roads. Nearly all of the villagers didn't have their own scrolls, relying instead on aging computers in their homes for their CCT access. Judging by said usage, Penny has a feeling that they wouldn't be completely welcome in the village.

Almost a third of the residents viewed the last Vytal Tournament as Cinder Fall's broadcast occurred, and some of them listened and watched news broadcasts about Atlas' failures involving the Atlesian Knights and the fall of Vale. Not only that, but recent news of a failed bombing and a successful one in Atlas and Vacuo had set off some alarms.

Then there were the rumors: the conspiracies about Atlas' military programs that have been around for decades have resurfaced after Penny's body was destroyed on television. A secret plan to infiltrate and take over the other kingdoms with robotic duplicates perhaps? Some even say the White Fang being destroyed was one step in Atlas' goal for world domination. A few even said that Atlas was bankrolling the White Fang from the beginning, attacking SDC shipments to throw everyone off the trail.

The people of Sol did not start the rumors, but quite a few believed in them, or at least had heard of them (twenty-one in total, Penny noted). Normally, this would have been the normal byproduct of society and diversity, the creation of harmless outlets and fringe beliefs, with almost no negative effects on people at a larger scale.

But now Penny was in the middle of it all, a lone Atlesian Knight stepping out of a Bullhead. She noted several villagers recoiling slightly when they saw her, even though she was unarmed. Deciding not to exacerbate any uneasiness, Penny walked slowly towards General Ironwood, maintaining the robotic motions that she was expected to have.

She was built to protect mankind, and to do so, they mustn't be scared of her. Unfortunately, Penny neither had the time nor the resources to change any positions people felt of her. All she could do was stop behind the general and hold both arms behind her back.

Unease could definitely be felt when General Ironwood and Sheriff Umbra stood in front of each other. Umbra had to look up at the incredibly tall huntsman, being less than six feet tall. The two of them just stared at each other for a minute, as the crowd quieted after a few people hushed the others.

Ironwood held a neutral face as he spoke up, "Greetings. My name in General Ironwood of the Atlesian military, and I and my men are here on urgent business. A dangerous criminal is attempting or has attempted to kill one of your residents, a Ms. Gwen Gawain."

"Granny Gwen?" the sheriff's voice was clear, "Her house just burned down, but we've yet to look through the ruins. Look, you've got no authority here, Mister General," she poked Ironwood's chest with her index finger, "And unless you have express approval from the Mistral Council themselves—"

Ironwood held up a piece of paper and placed it in Umbra's hands, "Express approval from your council, giving the Atlesian military the authority to investigate and deal with dangers to Remnant."

Umbra raised an eyebrow and read through the paper, "'Unfettered access to private logs, records and feeds'. 'Individuals that pose a risk to the security of not only Mistral, but all of Remnant'? What the hell does that have to do with Granny? Why would a criminal so dangerous want to kill her?"

"It is a very long story, and time is of the essence. We are sure that two others are also in danger, but we need to investigate immediately, if only so that we can discover any clues to their whereabouts," Ironwood put his left hand over his chest.

The sheriff tsked before looking directly at the General, "Fine. But I will be calling the council about this. And I expect to receive all of your findings. None of that redacted crap."

"You have my word," Ironwood bowed his head before commanding his men to secure the area. The crowd started to mutter as Ironwood and Penny left the area and headed towards the destroyed cottage. At the same time, Winter's Bullhead landed closer to the cottage, and she began organizing the forensics team.

* * *

"Dear God," Ironwood uttered after looking at the smoldering crater that was once the Spring Maiden's home. Everything was turned into molten rubble, other than the vague outline of the cottage's rectangular frame, which showed rock that was charred from intense heat.

The garden outside the home had thick vines radiating towards the house, only to be burned as they approached the epicenter. Inside what remained of the house was a burnt figure, about five and a half feet tall. Its head was separated from the rest of the body.

Ironwood and a team of forensic experts approached the body while another team of soldiers secured the perimeter. Penny quickly followed behind the General.

The forensics team took pictures of their surroundings, marking areas and bagging potential evidence. Ironwood crouched over the corpse, looking into the eyes of the deceased. The skin was burnt beyond recognition, charred completely black down to the bone. None of the hair survived, nor did clothes or any external markings.

Winter had arrived first, and began to debrief General Ironwood, "The team has determined the body to be a woman, approximately seventy years old. She matches the height and weight of the Spring Maiden. Penny?"

The Atlesian Knight stepped close to the body. Had she been younger, less experienced with death, Penny was sure she would have flinched. She would have emulated a flinch at least, to show her displeasure at the situation. She definitely would have.

But Penny was not unaccustomed to death. She had witnessed thousands of people die over the past four months. Too many people, she was sure, but it was inevitable. Dying was a part of life. Humans, no matter how powerful they were, were so fragile. No backups, no extra bodies, just one chance. Penny wasn't like that. For her, "death" was temporary, so long as a backup existed, she would continue to live.

As Penny analyzed the skull, carefully measuring the contours, angles, shapes and sizes of the bone, she immediately concluded that the deceased was a human. It was always like that for her, the very first thing that comes into her mind whenever she conducts facial recognition was whether the person was human or faunus. It was something built into her core systems, from the very first moment she had consciousness, she knew the difference in facial markings between them. It was something her father built into her from the very start.

Once she had sufficiently inspected the skull, she compared it to all of the archives and recordings of Gwen Gawain in existence. Analysis of millions of articles, photographs, and videos led to Penny piecing together her life story.

* * *

"40 Persons Died in Grimm Attack" read the article. Gwen's parents were killed by a nevermore. They were both thirty years old.

"Forty Thousand Lien Raised in Bake Sale" was the news in Windpath, after Gwen and her friends raised an enormous amount of money for the Veterans Retirement Fund. The organization closed down fifty-two years ago.

"Monster Vines Kill Three" was the headline. At the age of twenty-four, Gwen worked at a pastry shop in Windpath when she first manifested her powers. At around the same time in Vacuo, the previous Spring Maiden, a dangerous woman who gained her powers after fatally shooting her predecessor, was struck down by an unknown man. By the rules set in place, Gwen became the Spring Maiden by pure chance.

Before she could cause too much damage and accidently reveal herself to the world, a woman in a red cloak approached her, named Sangra Goodwitch. She told Gwen the truth of her powers, and whisked her away to Ozpin with her teleportation semblance.

One year later, she appeared in the village of Sol, looking for work.

* * *

Penny paused at the image of Gwen with a cake. She and her friends had taken a picture of themselves eating it three weeks before she disappeared from her life. Comparing the face with the skull showed a positive match.

Looking up at Ironwood and Winter, Penny nodded before speaking, "This was the Spring Maiden. She was killed."

Winter tilted her head down before continuing forward, "Early analysis shows two assailants, based on the angle of the wounds and the shape of the fires. One was 1.8 meters tall," Winter looked at Penny.

"That is Cinder Fall's height," Penny replied back.

"The other was about 1.5 to 1.6 meters tall. That assailant grabbed the victim from behind, and choked her to death. Afterwards, the assailant decapitated the Spring Maiden. Since she wasn't in the victim's sight…" Winter trailed off.

"You think the powers transferred to Cinder Fall," Ironwood finished, "You think that the rogue maiden, the one who defeated Ozpin, has gained a second maiden's abilities?"

"That would be the worst case scenario," Winter explained, "There is the possibility that the powers were sent elsewhere, to another person."

"I am detecting no one with fluctuations in their aura. But it might be too early to tell," Penny stated.

"Then it is best to finish up our investigation quickly and get out of here," Ironwood said.

* * *

The bell on the front door rang as a large man entered the sheriff's office. Seeing her sitting near the front, Ironwood approached.

He handed over a manila envelope to Sheriff Umbra, who quickly took it from him, "That's it? You've been here for three hours. No investigation finishes that quickly."

Ironwood turned around and began walking to the door, "It wasn't an investigation. It was more like… a verification. We believed we were right, but it's best to make sure," before exiting, Ironwood looked directly into the sheriff's eyes, "My condolences for your loss."

The bell rang once again as the door creaked open, then closed.

* * *

At the edge of town, Winter waited for General Ironwood to return to the Bullhead. She didn't understand why he insisted on delivering the report in person, but she could hazard a guess. It was likely to promote trust between Atlas and the village of Sol, but Winter didn't know why fostering a relationship was desired. After all, this was probably the last time any of them would visit this town.

With the Spring Maiden dead, this village was of no strategic importance, nor was there any landmarks or persons of interest remaining. Winter silently shook her head before adopting a relaxed stance with both arms behind her back, looking in the general direction of the village.

"Hey!"

Winter turned her head in the direction of the voice, and saw that it came from a group of eleven villagers, seven men and four women. All of them were civilians; wearing normal garbs and none of them had unlocked aura. Half were farmers, the others were various craftsmen of some kind. And all of them bore scowls on their faces. They were slowly marching up to her, each bearing some kind of weapon.

Winter maintained a neutral expression as she looked at the villagers, while also discreetly noting the weapons each of them held. _Six rifles, two shotguns, and three pitchforks. Minimal threat._ She slightly raised an eyebrow before politely asking, "May I help you?"

"Granny's dead, and you knew about it," one man holding a rifle spoke. He was about forty years old, with a balding head showing wisps of blonde hair, "We want to know why and how."

Winter raised her eyebrow slightly higher, "And the weapons?"

"We intend to find out, no matter what it takes," the small mob had surrounded Winter by then, every single member wearing the same expression.

"I do not have the authority to disclose classified information. However, General Ironwood is currently delivering information to your… sheriff as we speak," Winter was not quite used to saying that word. It wasn't something she had much practice saying in her youth.

"Like you'd actually reveal anything. I think it's gonna be another one of those redacted documents. Saying nothing at all," the man accused. He and the others raised their weapons, "Tell us. _Now._ "

Winter remained silent for a moment before jumping into the air and creating several glyphs to escape from the circle of angry villagers. Before any of them had a chance to fire, she created a time dilation glyph that sped her up fast enough to dash away. Within seconds, she was too far away for the villagers to do anything.

Silently muttering under her breath, Winter recalled General Ironwood's reprimand about the issues with her temper. At first, Winter was hesitant to say it was an actual issue, but with several recent conversations Penny ended with Winter fuming, she conceded to the truth.

Winter Schnee had an anger management problem. Unfortunately, avenues for remedying the issue were difficult, even with Penny streamlining the counseling process and recommending certain books and techniques. It would be months, maybe even years before Winter could gain complete control over her temperament.

So when an actual angry mob of villagers with pitchforks approached her, Winter was ready to leave at a moment's notice. If she couldn't control her anger, it was best to avoid whatever was causing it. Winter was lucky none of them had insulted the general, otherwise things would have been much more difficult.

But that was over. The situation is gone, especially since she will most likely never visit this village again. Eventually Winter stopped in front of the Bullhead she arrived in. In front of it was an Atlesian Knight getting on. Winter sprinted up to and called out to Penny.

The Knight didn't turn around, but waved its right arm in greeting. Winter raised an eyebrow, coming up close to the android, "Penny?"

"Hello, Winter! Let's get ready to go on our way. General Ironwood will be here in two minutes, forty-five seconds, so let's not waste any time, shall we?" the Atlesian Knight opened the door to the Bullhead and walked into the cargo hold.

Winter frowned at that. She followed the android into the Bullhead, then quickly glanced at the Knight's chassis. Along its front and sides were black and red streaks, as if made by paint. Her mouth opened and formed the words before she could stop, "Penny, what are those?"

The Knight turned its head up to Winter, "Oh, it's nothing important."

Winter glared at the streaks, "It doesn't look like nothing. Who did this to you?"

"It's fine Winter. I can clean this up in approximately 300,000 jiffies."

"It's clearly not fine," Winter stated. A closer look revealed a damaged left elbow, "You were attacked. Violated."

"I know," Penny admitted, "But it was unavoidable, and it really isn't that big of a deal."

Winter shook her head, "It's a very big deal, no matter how little it actually matters physically."

"I assure you my mental state has not been affected by this incident in any appreciable way."

"And what about the others?" Winter asked, "Atlesian Knights have been vandalized and attacked several times in recent weeks."

"They are not against me, only against what they perceive the Knights to be," Penny stated.

"The Knights are your father's invention, one step removed from you. And you inhabit them now. You see through their eyes. You experience all of those attacks," Winter shifted her stance.

"It is an unfortunate side effect of my current state of existence. I have also witnessed my father's creations wreak havoc in Vale. Seen through their eyes as they… killed people."

"You've changed a lot since I first met you," Winter said.

"No one stays innocent forever, Winter," Penny replied, "General Ironwood is here."

Right as she finished her sentence, Ironwood entered the Bullhead. As he got on, the door closed behind him and the thrusters started up. Ironwood looked at Penny and Winter, "We have much to do."

Both of them nodded silently as they returned to Atlas.

* * *

Day 116

"As you are all probably aware, Remnant is now in more trouble than it has been in almost a century. Two maidens are dead, their powers taken by a woman named Cinder Fall. She has an unknown network of associates and allies that has demonstrated espionage and subterfuge capabilities rivalling that of a kingdom. She was also aligned with the White Fang prior to its dismantling.

"As of this moment, we do not know her end goal, motive, or capabilities. A maiden can turn the tide of a war. Two maidens might win one by themselves. If Cinder Fall gets her hands on another maiden's powers, there is no way of stopping her. The remaining maidens, Winter and Summer, are two women in their sixties or seventies. The other information we have of them is sparse, and is almost assuredly outdated.

"Project Samaritan has been allocated a fleet of Bullheads armed with long range sensors and aura detectors to scour the areas of Remnant beyond its current reach. It is working under the guise of a plan to stretch the CCT across vast parts of Remnant," Councilman Garrison finished his summary to the other members of the Atlas Council.

Inside Atlas city hall was an auditorium housing fifty seats, and of them, twenty were currently filled. The remaining members of the council were on secure lines connecting them to the others, appearing on holographic screens where they would normally sit. After Garrison finished speaking, he headed back to his seat while the leader of the council stepped forward.

He was an elderly man, seventy-five years old and due to retire if it weren't for the recent crises. He spoke clearly into the microphone at the stand, with a commanding tone, "Now that Councilman Garrison has spoken, I would like to address the second topic, brought up by Councilwoman Bastion."

Councilwoman Bastion was sixty-four years old and originally from Vacuo. She nodded at the leader, who continued, "Concerning reports given to us by General Ironwood, Bastion has found an investigation that was officially closed about two months ago concerning a huntress-in-training named Ruby Rose."

"Reports show that she has been involved in no less than four incidents involving the activities of the deceased criminal Roman Torchwick. In fact, it was reported that she was the one to witness his death to a Grimm. Furthermore, she allegedly came into contact with Project Samaritan during its first foray into Vale when it had a body.

"She was also present at the initial hacking of the Beacon CCT tower, acting as a witness to the break in. Her former team at Beacon Academy consisted of a former member of the White Fang and the heiress to the Schnee Dust Company. Lastly, her father and uncle are acolytes to the missing Headmaster Ozpin, as attested by General Ironwood.

"Most of this could be attributed to blind luck, if it were not for certain files given to us by Councilman Garrison," the leader gestured to him.

Garrison nodded back.

"Garrison made the connection after reviewing the report given to him by General Ironwood concerning the recent terrorist group to attempt to release a dangerous contagion in Mistral. When the discovery of the threat was discovered by Samaritan, it recruited the closest available assets to the problem, which at the time was Ruby Rose and her travelling companions. As we know, the threat was neutralized with the help of Ruby Rose and a new Atlas recruit named Blake Belladonna. She is the former White Fang member of Ruby Rose's team.

"The files Garrison provided us were the details of Operation Silver Hammer, specifically the identities of the fifteen operatives that were recruited. One of them, we believe, was Ruby Rose."

Murmurs started among the councilmembers, before the leader raised his hand to stop the chatter, "Due to complications of an unknown nature involving a blackout and widespread data purge, we are unable to verify the exact nature of her involvement, but the fact that at such a young age she was able to participate in breaching Polendina's code, we have reason to believe that she could be a potential infiltrator linked to Cinder Fall."

Any noise in the room stopped when the name came up.

The leader continued, "I know what you are thinking. A sixteen year old girl could not possibly be an agent of the Queen. But we do not know for sure. This… shadow war that Ironwood and his allies are fighting, we are not privy to its details, only knowing broad strokes. It is as he says 'to protect us'. We agreed to give Ozpin's group full authority over the maidens, as outlined in the Treaty of Vytal established eighty years ago.

"But we cannot just sit here while the world slowly crumbles. We need to ensure its security, and to do so we must be ready to counter all possible enemies.

"By now you each have the files concerning Ruby Rose, along with another attachment, the report about the Spring Maiden's death. Councilwoman Bastion also pointed out that the height of one of the attackers matches the height of Ruby Rose. Take a look in your free time. I've also put together an independent team to investigate Ruby Rose and those surrounding her. We may not find a maiden, nor can we protect them, but we can at least help. That's all for now, have a nice day."

* * *

[ORGANIZATION: ATLAS_COUNCIL

NEW DESIGNATION: POTENTIAL THREAT]

/

[ASSESSING THREAT]

[PROBABILITY OF THREAT TO SUBJECTS:

ROSE, RUBY: 46.2%

ADMIN: 5.9%

AUX_ADMIN: 0.8%

SCHNEE, WEISS: 1.3%

BELLADONNA, BLAKE: 46.9%

XIAO LONG, YANG: 38.7%

SYSTEM: 4.2%]

/

[COURSE OF ACTION: CONTINUE MONITORING]

/

* * *

Winter looked outside of her office, viewing the airships that passed by. She had finished her paperwork, and there were currently no threats to private citizens, other than that one man planning to kill his wife. That was wrapped up easily, with Winter leaving the evidence to the Atlas police. Other than that however, it was a quiet day.

After the suddenness of the previous day, Winter welcomed the return to the normalcy of everyday life. Of course, with Penny, Winter was busy catching criminals all the time; they just didn't stop coming. The Brotherhood was especially nasty, starting wars with local gangs for territory after the White Fang fell.

Luckily for the both of them, some like minded rogue hunters were preventing the wars from getting too ugly. Penny herself was quiet for the last day, only spitting out information and not conversing amiably like she usually did.

Eventually, Winter worked up the will to ask, "Penny, why are you determined to punish yourself?"

For a moment, nothing could be heard. Eventually however, Penny's voice filtered into the room, "I am immortal. People are not. It is very difficult to kill me, but humans die so easily, all the time. Not even being a maiden helps, in fact it seems to make it worse.

"As an immortal entity, I take on their burdens. Not because I have to, but because I want to. The living must live so that the dead didn't die in vain. So many people have died because of my mistakes. I could have died at Beacon, but I was lucky to have been retrieved and my code undamaged. But so many lost their lives, and I must honor their loss. One day the villagers will die as well, and I will remain. When their loved ones die, so do their memory. But I don't want them to be forgotten, so I remember them."

"One day I will be gone as well," Winter stated.

"And I will remember you. I remember everyone. Pyrrha Nikos, Amber Aeros, Gwen Gawain, and so many others. Every life I could have saved, every life I couldn't have saved, those I did, those that might be in danger, I see them all. I see versions of them, what could have been, every time I look at the options.

"I punish myself because it helps them, the people out there. A lot of them are angry and scared after Vale, and I let them take it out on me because it's better it be me than someone else. I don't feel physical pain, my father never had the heart to give me pain receptors."

"Emotional pain, I do feel, but given enough time, we all heal from that. As a machine, I heal from it fairly fast compared to most."

Winter didn't say anything, she just nodded.

And if Penny could, she would have nodded back.

* * *

/

[INITIATING PLAYBACK]

[FEED ARCHIVES ACCESSED]

[TIME: 36-37 YEARS AGO]

/

/

* * *

He couldn't stop. He couldn't, not after what happened. Arthur held a briefcase in his left hand and a crumpled piece of paper in his right, his clothes ragged after trekking north for six days. But he couldn't stop yet. He was still in danger.

He couldn't mourn. Not yet, anyways. He had to survive before he could, that he knew for certain. He was now a traitor to Mistral, for conducting unsanctioned espionage, violating civil rights, and aiding and abetting discrimination against faunus. That's what the intelligence reports said, anyway.

Arthur sighed. It was just like them to throw him and his friends into the fire while they basked in their new "progressive" stance. Now that the rebellion was lost, the Mistral Council changed their tune so suddenly. They claimed an overturn in their governance, and are now drafting new laws pertaining to faunus rights.

He shook his head and kept walking. He had to get onboard a ship headed out of the continent, and into Atlas. As he arrived at the northern port, he glanced at his paper:

 _{OUTPUT: SYSTEM}_

 _Condition met: Continuity of operations compromised. Condition met: One or more Administrators terminated. Condition met: One or more Administrators active. Condition met: Systems conflict detected. Condition met: ANC_ADMIN active. Contingency initialized._

 _Doctor Arthur {REDACTED: ANC_ADMIN}, use this briefcase for leverage when you enter Atlas. Your new identity has been arranged, Arthur Polendina. Please make way {DIRECTION: NORTH} to Atlas via the {LOCATION: BOATYARD_a67Er_ANIM}. Ticket, Lien, and identification have been provided, see briefcase._

 _{OUTPUT: AUX_ADMIN}_

 _Nathan here. If you're reading this, then something happened. I made a backup, a failsafe, just in case things went south. It was my fault, answering the military's call. Could've stayed in business, but we just had to get involved with {REDACTED}. I'm sorry for dragging you two into this._

 _I hope the life {REDACTED} gave you will keep you safe. I'm sorry for everything_

 _|Printer error: data not found. Connection lost.|_

Arthur set his briefcase down before ripping up the paper and tossing it into the water. He reached into his pocket and pulled out a ticket. As he walked up to the counter and showed the receptionist, he went on to the boat.

* * *

[FAST FORWARD: 89 DAYS, 03:22:46.000]

[LOCATION: CLASSIFIED]

[SUBJECTS: CLASSIFIED]

[AUDIO ONLY]

/

* * *

"Well? What do you think?" the gruff voice could be heard.

"It's exactly what was offered. The briefcase contained all of the information he claimed. Our researchers and intelligence agents confirmed it."

"You mean…"

"Atlas is on the verge of a technological golden age."

"And what of Polendina? Should we keep him?"

"He is a traitor, refugee, and a scientist. Normally, he should be disposed of. But as you all know, there was one file that was not included in 'everything Mistral as working on'."

"Project Bethlehem."

"Not only that, but there was no indication that Polendina was working on any of the other projects. He was one of the three scientists working on Bethlehem."

"We need him then. That research is invaluable."

"We know the importance of that research. To think Mistral got to it before we did."

"You think they succeeded?"

"All we know is that three scientists worked on Bethlehem for seven years, and after that bombing, only one survived. He was branded a traitor. And here he is, safe and sound. I dare say he should be grateful."

"You think he could build another one?"

"All I know is that a man whose life was shaken to its very core, holding incredibly valuable information and expertise, is now under our watch. I say we keep him around, pick his mind and see what insights he holds."

"And if he's more trouble than he's worth?"

"My dear friend, there is nothing of worth that doesn't come with trouble. And what he's worth cannot be quantified. I say, he will be useful, one way or another."

"Before you retire?"

"Possibly not in my lifetime. You have to think ahead, many steps into the future. We have to be willing to make sacrifices today that will pay off in the long run. That is how you govern."

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 120

Yang Xiao Long thought her new arm was actually pretty awesome. From what she heard, Penny built it based on her father's designs, then he modified it to add on some neat features. Together, they had built a customized black and yellow arm with the exact same weight of her old one, complete with a shotgun, gatling gun, and a flamethrower. It sounded like something Ruby would make.

Trying it on for the first time the day before, Yang half expected it to transform into a cannon or something equally crazy. But no, it was just a normal prosthetic arm that shot stuff.

It was weird, moving a machine like it was muscle, feeling pressure at her metallic fingertips and having her aura flow past her right forearm. The fingers were graceful yet sturdy, the knuckles were durable, and a quick test showed that it was able to break through concrete with minimal effort. Yang had already ruptured two sandbags, and broken down a large slab of marble. Now that she was warmed up, she can finally let loose.

Yang smirked and took a fighting stance. In front of her was an assortment of large punching bags made of various materials and an Atlesian Knight piloted by Penny. The room was a large rectangular arena, empty besides the punching bags. The ceiling was thirty feet high with white light filling the room.

The Atlesian Knight stayed still, holding a rifle in both hands and standing straight up. The rifle was not pointed at Yang yet, but it's head was looking straight at her. Eventually, a voice rang out from the room's intercom, "Are you ready Yang?"

"As ready as I'll ever be," Yang proclaimed. Right as she finished her sentence, she rushed forward, winding her right arm back and balling the robotic hand into a fist. She punched hard, firing off a shotgun blast at the same time.

Right before impact, the Knight nudged its head and shoulders to the side, causing Yang to strike only air. Using her arm's momentum, Yang spun counterclockwise to face the Knight, which began firing. Yang shielded her face with her arms, absorbing the rubber bullets' kinetic energy as they struck.

Yang burst forward with her semblance activated, eyes red and her strength multiplied. Penny dodged a flurry of punches from multiple angles, before taking her rifle into her left hand. Penny then whacked Yang's right arm with her rifle, pushing Yang's robotic arm outwards, allowing the Knight enough room to grab Yang by the neck.

Not ready to lose, Yang gripped the Atlesian Knight's choking hand with her left arm and pulled downwards _hard_. Penny's aura made it it tougher, but it was no match for Yang's semblance enhanced strength. The elbow joint creaked, followed by the tearing of the shoulder apart.

Penny let go, using her rifle to nudge Yang away. Penny fired again, hitting Yang repeatedly across her chest. Yang growled, then smirked before running up close and punching again. Penny dodged again, this time by mere inches. Yang let out a series of rapid fire punches, jabs and kicks, all of them missing by the smallest distance.

Penny was calculating the most probable sequence of attacks Yang would make, based on combat history, fighting style, and almost imperceptible gestures (tells, as how some people would call it, Penny noted). It allowed her to predict Yang's exact actions almost a whole second ahead, allowing Penny to dodge her attacks with ease.

That's what Penny would have said if she was piloting a better body. But unfortunately, the AK-200 model were not very great, inflexible at much needed joints and with a speed only slightly faster than a well trained soldier. That was the predicament of mass produced robotic soldiers. Cost and time were large barriers preventing the creation of an army of Pennies. An army needs to be cheap and fast enough to be created; numbers were extremely important.

Her father had envisioned an Atlesian Knight that could shoot lightning or lasers, but the budget and manufacturing constraints led to the basic "shoot things with a gun" model that was currently present. The AH series was a special case, one-of-a-kind special edition prototype-whatchamacallits designed to house an artificial intelligence and pretend to be a human. Her father wanted to protect her from another attack, hidden beneath several levels of secrecy.

At the Vytal Tournament, Penny was registered as the human daughter of Professor Arthur Polendina and an unnamed woman. Beneath that was the "truth" hidden on the Atlas military servers: Penny, or P.E.N.N.Y, was the Protective Evolving Neural Network Youth class, an advanced combat android designed for infiltration, with a special module that generated aura. She was designated as the product of Project Genesis, an attempt to artificially produce aura.

Beneath that was the real truth: Project Samaritan, an eighteen year old artificial intelligence hidden away from future assassins by disguising her as a secret combat android that could shoot lasers powerful enough to take down a Bullhead. Project Genesis was a coverup, a way of saying: "Hey, we artificially made aura and it was totally on purpose, and Polendina definitely didn't do so by accident!" The Council wanted to save face, and her father wanted to keep her safe, so a deal was struck. Penny would spend over a decade pretending to be pretending to be something else.

It was all very convoluted and audacious. Her father wanted to protect her, and now she would do the same for him. Which is why she jumped back and called Yang to stop, "Timeout, civilian incoming!"

Yang paused her body mid punch, her eyes still burning red, and turned towards the door. It opened, revealing Arthur in another faded lab coat, briskly walking up to Yang. He raised his right hand up and smiled, "High five!"

Yang just stood still, her face showing only confusion.

After almost a second, Penny decided to explain, "My father is congratulating you for destroying a Paladin by punching it."

"Uh…" Yang, still confused, decided to ask, "Why? Didn't you build them?"

Arthur laughed heartily, "No I did not. They're what most people would call 'knockoffs'. Some other engineers took old designs from AH-002 and decided to blow it up to a hundred feet tall," he still held his hand up, "No sense of basic center of mass principles, you could topple one over with an easy push! And the council thought they were a great idea too."

Yang brought her non-robotic hand up and lightly slapped Arthur's hand, "Okay then."

"Yes, and I just realized you were that woman who destroyed those Paladins stolen by the White Fang a few months back! Very good, showing the council you can't mass produce a giant robot army to replace hunters."

"Are Paladins still around? There hasn't been much news about them," Yang noted.

Penny decided to answer, "Production has stalled, at least until they can produce some that can't be hacked remotely. It was very strange, creating automated Paladins that also house human pilots."

"Half baked planning. Can't even withstand a little laser blast, nor a team of huntresses-in-training," Arthur grinned.

Yang awkwardly rubbed the back of her neck, "Well, I'm sure Penny would have been able to take one on her own."

"Young woman, she took on two a few months back! I even hijacked one to show James how the White Fang could have stolen them. The Council doesn't know how to protect their robots," he harrumphed.

"Father, please. The White Fang and Cinder Fall were very well prepared. There wasn't anything that could be done," Penny pleaded.

Arthur waved his hand, "Very well, I'll stop talking about it," he turned his gaze to Yang, "Make sure you keep up the good work. When Penny gets a new body, I think you'll make a great partner for her."

Yang smiled softly, "Thank you for the compliment, but I already have one."

Arthur nodded back, "Yes, a Blake Belladonna, I believe. Penny likes her, and they're writing some novel, I think."

Yang's grin widened, "You going to read it?"

"No, I don't think so. Literature was never my forte," Arthur turned around, walking back to his workshop, "I need to finish some modifications to the next Atlesian Knight model. Call me if you're having issues with the arm."

"Will do, Doc," Yang looked at the Knight once Penny's father left, "He doesn't know you're writing smut?"

"Sssh!" Penny's voice blared from the intercom, "Please don't tell him. It started as a fun side thing, but then Blake liked it so much, she urged me to keep writing."

Yang's smug grin kept widening, "I cannot believe Blake of all people peer pressured you into writing that stuff," Yang laughed, "Come on, let's keep going before I start laughing too hard."

She raised both arms up and entered a fighting stance again. The Knight cocked its rifle before waiting for Yang to charge.

* * *

Several hours later, Weiss, Blake and Yang stood before General Ironwood and another young woman. She had dark skin, black hair, and wore a blue beret. She stood completely still at attention, facing Ironwood and looking straight at him. The other three tried to look completely professional as well, but failed to compare. Weiss did well, maintaining a dignified poise about her while Blake and Yang fidgeted.

Eventually, Ironwood looked up at the four in front of his desk and spoke, "At ease."

Weiss, Blake and Yang exhaled and relaxed their bodies in relief, while Ciel Soleil, Penny's former partner, did not move.

Ironwood glanced at Ciel before addressing the group, "As headmaster of Atlas Academy, I welcome the four of you into our school under the 'Accelerated Specialist' Program. As of today, you will be Team SYBW or Sky Blue, led by Ciel Soleil."

Before Weiss could speak, Ironwood added, "And yes Ms. Schnee, there is a good reason why Ms. Soleil is your leader."

Weiss lowered her hand and looked at the ground. Ironwood chuckled softly, "It's alright, Ms. Schnee. I understand your concern, wondering about this person you've never met leading you and your teammates. She is very good at what she does, and is a trustworthy person. She has my support."

Weiss looked back up at the General, "Yes sir."

"Good. Now why don't the four of you get acquainted. I'm sure there is quite to talk about," he smiled warmly before dismissing them. They shuffled out of his office while Ironwood looked to the ceiling.

Under his breath, he grumbled about the Council insisting Ciel be assigned to this team. He shook his head. If Penny was fine with her, then Weiss would be fine as well.

* * *

Day 122

Penny had decided that the semblance she didn't like the most was long-distance teleportation. Sure, she was killed via polarity, and electrical semblances caused her cameras to go on the fritz, but teleportation was just plain cheating. Seriously, the amount of effort it took to track a teleporter across Remnant was breathtaking (or fan-spinning, in Penny's case).

The processing power and algorithms to do so would have probably been impossible without artificial intelligence. It consisted mostly of constant behavioral predictions and applied general relativity. Which had to be calculated at least as fast as it took for a teleporter to actually teleport, or it would have been moot.

On this particular day, when an armored train was transporting a dozen key members of the White Fang to a secure location in eastern Vacuo, Penny observed a teleporter blowing up everything, taking down four contingents of Atlesian Knights and a hunter team, followed by fleeing with four high-risk White Fang operatives. Penny was exasperated, to the point of facepalming despite not having a face.

Three of those four prisoners were dangerous, that Penny was sure.

* * *

/

[ESCAPEE IDENTIFIED: KHAN, SIENNA]

[ASSESSING THREAT]

[PROBABILITY OF VIOLENCE: 88.6%]

/

[ALERT: THREAT TO REMNANT DETECTED]

/

[ESCAPEES IDENTIFIED: DAIZO, AKAHANA. GREENFIELD, JASON. CASEY, DANDELION.]

[OUTLIER TRAITS: EXTREMELY HIGH IQ, ADVANCED PROGRAMMING ABILITY]

/

[ALERT: THREAT TO SYSTEM DETECTED]

/

[ASSESSING THREATS]

[PROBABILITY OF OPERATIONS SABOTAGE: UNKNOWN]

* * *

What transpired was definitely troubling, considering the people just taken. They were among the handful of people on Remnant that had any chance of harming Penny in cyber warfare. Whoever wanted them was definitely of the insidious sort.

Penny got to work. As the perpetrator battled the Knights, Penny was able to get a good picture of the assailant. Who was wearing a mask. Penny almost smirked. _Think you can hide? We'll see._

Taking in feeds from dozens of now destroyed androids (in surprisingly decent quality), Penny was able to piece together the movements made by the perpetrator, and in doing so, allowing her to analyze the gait and fighting style of her target. She did the same with the perpetrator's weapon.

And just to add icing on the metaphorical cake, Penny decided to track down the purchase history of that specific type of mask, searching through market and shop archives until a match was found. Then she traced each user and owner of the mask up until present day. Penny virtually smiled at a job well done. _Gotcha._

* * *

/

[ACCESSING ATLESIAN KNIGHT FEEDS]

[AK-220-T-001987 ACCESSED]

[AK-220-T-001988 ACCESSED]

[AK-220-T-001989 ACCESSED]

[AK-220-T-001990 ACCESSED]

[AK-220-T-001991 ACCESSED]

[AK-220-T-001992 ACCESSED]

/

[ANALYZING VISUAL INPUT]

[MASK DETECTED]

[ANALYZING GAIT]

[ANALYZING FIGHTING STYLE]

[ANALYZING WEAPON USAGE]

[ANALYZING WEAPON]

[1 MATCH FOUND]

/

[TRACKING MASK MANUFACTURING HISTORY]

[TRACKING MASK PURCHASING HISTORY]

[TRACKING MASK OWNER AND USER HISTORY]

[1 MATCH FOUND]

/

[COMPARING RESULTS: MATCH VERIFIED]

/

[SUBJECT IDENTIFIED: BRANWEN, RAVEN

SUBSPECIES: HUMAN

AGE: 40

STATUS: ACTIVE

AURA: 93.3%

AFFILIATIONS: COMPILING…

FELONIES COMMITTED: AIDING PRISON ESCAPEES, DESTRUCTION OF ATLAS MILITARY PROPERTY, DESTRUCTION OF VACUO PRISON PROPERTY, ASSAULT, BATTERY, MURDER, ARSON, DESTRUCTION OF PRIVATE PROPERTY, DESTRUCTION OF PUBLIC PROPERTY, EVADING LAW ENFORCEMENT, TRESPASSING, INVASION OF PRIVACY, ACCESSING CLASSIFIED INFORMATION, ARMED ROBBERY, PIRACY, KIDNAPPING, THEFT OF PRIVATE PROPERTY, MANIPULATING JURIES, PERJURY, TRAFFICKING, ATTACKING LAW ENFORCEMENT, OBSTRUCTING/SABOTAGING CRIMINAL INVESTIGATIONS, BLACKMAIL, AIDING TERRORIST ORGANIZATIONS, PROLIFERATION OF RESTRICTED SUBSTANCES, ASSAULTING CIVILIANS WITH HUNTER ABILITIES, IMPERSONATION OF LAW ENFORCEMENT, SELLING OF RESTRICTED ITEMS, PURCHASING RESTRICTED ITEMS, TREASON

FELONIES IN PROGRESS: COMPILING...

CRIMINAL RECORD: N/A]

/

* * *

Well that's not good. Penny quickly looked through security feeds over the past two decades, and what she saw was not encouraging. Raven Branwen had affiliations with almost every major crime syndicate in the past ten years, and was involved with the White Fang before and after its anti-human stance.

In addition to that, Penny had evidence of Raven performing quite a large amount of illegal and unsavory actions. Over a dozen incidences of kidnapping, stealing, hijacking scrolls, burning down a few buildings. Wait, did she just use an RPG? And did she just _throw_ a car at someone?

Okay, it looked bad, but she's Yang's mom and once worked for Ozpin, so there has to be a reasonable explanation, right? Either way, a lot of work needed to be done.

* * *

/

[MOTIVE: UNKNOWN]

[NEW OBJECTIVE: DETERMINE MOTIVE OF BRANWEN, RAVEN]

/

* * *

/

/

/

/

/

/

/

/

/

/

/

/

/

Author's note: Flashback time!

/

We are now halfway through the story. There are now about 10 chapters remaining. Get ready, because this where it starts to get fun! (For me anyway, writing the next chapters is going to be even more enjoyable than Thornhill's biography.)

/

Sol was said to not have "advanced technology" last chapter, but one has to remember, the CCT isn't advanced tech. It's been around for a really long time, since after the Great War, 80 years ago. I'd say maybe ~60 years is a reasonable creation date. Which is not advanced tech. Having CCT in a faraway village is vital, needed for communications and stuff. Plus, once you have access to the outside world at large, why not use it? Sol is definitely behind the times, but only by about two generations.

/

I actually retconned something from earlier. There are now 43 councilmembers instead of 13, to make more sense overall.


	11. Chapter 11: Kinds of Revolutionaries

Chapter 11- Kinds of Revolutionaries

* * *

/

[DATABASE ACCESSED: WINDPATH_POLICE_DEPARTMENT, 16TH_PRECINCT]

/

[TIME: 48 DAYS AGO]

/

[HOMICIDE REPORT: ACO-5926-0001984]

[Agency: WPPD Situation: Single victim/Unknown Offender(s) Victim Species: Human

Victim Sex: Male Weapon: Unknown bladed weapon Circumstances: Unknown

.

Lead Detective: Lionel Fusco, Badge ID: 010657

.

Details of event: Victim found inside a locked room at the address of 903 Pewter Road. No sign of forced entry. Security camera feeds were cut approximately ten minutes before death. Victim was found after an anonymous tip was received.

Actions taken: Evidence indicates hunter involvement. Complete information sent to Haven Academy for assistance. All physical evidence was transferred to evidence storage room 11B. The corpse was sent to the Windpath General Morgue.

Forensics report: Deceased was a male human, around early to mid-30s with unlocked aura. Suffered six violent stabs through the chest by a non-serrated blade about 0.5 cm thick. The victim had large amounts of defensive and offensive wounds, particularly in the hands. The victim has small slash wounds on his arms that were healed years prior to death.

Victim had a tanned complexion, dark brown hair, and hazel colored eyes. Lack of blood splatter indicates that the victim was not killed at the found location. No evidence of blood inside the entire building nor outside. Fingerprinting and DNA evidence were inconclusive.

Identification on the person was nonexistent, but a handwritten note found on the body reads the word "Hazel". Handwriting does not match any known person in databases.]

/

[ANALYZING VISUAL INPUT]

[MATCH FOUND: BRANWEN, RAVEN]

/

/

/

[OBJECTIVE: DETERMINE MOTIVE OF BRANWEN, RAVEN]

[SEARCH PARAMETERS: ALL AVAILABLE FEEDS, ALL AVAILABLE ARCHIVES]

[SEARCH TERMS: BRANWEN, RAVEN. WHITE FANG, HAZEL]

/

/

[SCROLL ARCHIVES ACCESSED]

[MAYES'_TAVERN FEED ARCHIVES ACCESSED]

[TIME: 15 DAYS AGO]

[SUBJECTS IDENTIFIED: COLLIER, PETE. BRANWEN, RAVEN]

/

* * *

The man was tall, lean with a fit musculature. He wore a black jacket and brown slacks, had a shaved head and a dark complexion. At the moment, he was nursing his drink (Partridge brand pear cider) for over an hour. Despite his client being a teleporter, she was late. Of course, he knew the tactic. It was obviously a ploy to make him nervous.

Who wouldn't be? A rogue huntress with an extremely powerful semblance, who once tore down a battalion of Atlesian Knights _while dealing with a broken arm_? Of course, it was merely a meeting to discuss terms. She wouldn't dare kill him here. There were cameras everywhere. Right?

He looked nervously into one of the cameras located on the ceiling. A little red light blinked back. Okay, they were working, so he should be fine. He made sure to check out the security of the place beforehand, but Raven Branwen's reputation in the criminal underworld was well known and feared. She's stopped crime lords, defeated Roman Torchwick on at least two occasions, and is a pirate queen.

They weren't entirely pirates, but actually a coalition of pirates, raiders, marauders, and bandits. It was like the Brotherhood, except somehow even more threatening. It seems these days that the most dangerous groups were formed from smaller groups collaborating into monolithic entities. For Pete, that was definitely a sign of danger. Just being here was dangerous enough, but he had to do it. Raven Branwen was the White Fang's last chance.

The organization was splintered ever since the massive attack by Atlas. Every single higher-up was taken along with nearly all of their bases. Their assets were frozen, financial backers jailed, and warehouses raided. So here he was, risking his life and limb to bring back his home, to save faunus-kind's last bastion of power. And to do so required the help of a human.

But not just any human, Raven Branwen. She was a powerful force, and if the rumors were true, she had worked with the Fang before, possibly even been a member back when the White Fang weren't anti-human. There were even rumors that she knew Mr. Egret. Pete wouldn't know, he had joined a year after the man's death.

Well, it was either her or Hazel, but he died a while back. The White Fang's contact to that shadowy group whose name eluded Pete wanted the only thing left belonging to the White Fang: a single package containing a hard drive. They promised the return of their leader and power in exchange for the package. Naturally, they agreed. But then Hazel disappeared, and his body turned up all the way in Windpath. Then he was contacted by an anonymous caller in league with Raven Branwen. Her!

And that's how he got here, Pete mulled. He took a deep breath and steadied himself. Looking around, he realized that Raven Branwen had arrived and was slowly walking up to him.

The place they were in was seedy, filled with thugs and criminals galore, but most of them avoided Raven. It was probably the mask, or maybe the very large sword. It could have been the way she carried herself, as if no one in the room could actually harm her.

He pretended to look bored before turning to the huntress. Her black hair billowed behind her large and imposing mask. As she approached, Pete did his very best not to flinch or shake, and eventually the woman sat down in the stool next to his, and spoke up.

"Greetings, Collier. Do you have the package?"

"Not on my person. And I will only give it to you if you rescue—"

Raven cut him off with another question, "What is its name?"

"What?" Pete asked back.

"You were told to take a look at the file name. Tell me, as confirmation that it is authentic. You said your group procured it six months ago. Surely your people were interested, especially the three hackers. Tell me, what is the name?" she at looked him, the mask betraying no emotion.

"It was I·agi, I believe," he remembered the programmers muttering the name as they spent days trying to break into it, only to be reassigned due to the supposed uselessness of the file. Several leaders believed it to be a purposefully difficult but utterly useless puzzle to drain the time and resources of their cyber warfare teams.

"Very well. I'll be in touch. Khan will be returned to you in due time. When we next meet, I will have her, and you will have the package. Do not call me, I will call you," Raven got off of her seat and left the bar, leaving Pete alone with his drink.

* * *

/

[PAUSING PLAYBACK]

/

* * *

Who was this Hazel? Penny didn't know, and if it wasn't for this report, she wouldn't have been able to describe him. She couldn't identify him, even trying to was difficult. That must mean that he was somehow connected to Cinder Fall. And Raven killed him. Why? To get her hands on a computer file? And to do so, she was willing to free members of the White Fang? Why? What is in that file?

This entire fiasco could have been avoided. Concentrated monitoring of high risk individuals as well as a carefully placed Northern Lights team to extract Sienna Khan and distract Raven could have worked. Dividing the other prisoners onto different trains, as well as Bullheads flying at irregular and non-constant velocities would have prevented most teleporters from being able to enter restricted areas with prisoners. Tracking monitors on all prisoners were disabled by an EMP, and to protect them would require a faraday cage, resulting in the inability to send or receive signals.

Sadly, Penny was unable to track their movements, as Raven had the ability to traverse over a thousand miles in a single teleport. And she was able to teleport several times in row without exhaustion, meaning that tracking her was incredibly unlikely. She likely knows the dead zones around Remnant, and was possibly in a safehouse unknown to Penny.

But if Penny could not predict Raven's future, she would have to make do with her past.

* * *

/

[MODIFYING SEARCH TERMS: BRANWEN, RAVEN. PACKAGE, FILE_EXTENSION: -agi]

/

/

* * *

[SCROLL ARCHIVES ACCESSED]

[TIME: 17 YEARS AGO]

[AUDIO ONLY]

[SUBJECTS IDENTIFIED: XIAO LONG, TAIYANG. BRANWEN, RAVEN]

/

* * *

Day 226, Session 3

There are no cameras outside 3141 Summer Way, but people with scrolls were rarely ever without them. Not only that, but conversations from decades ago were recorded due to several covert programs passed by the Vale Intelligence Service, along with many other kingdoms' respective agencies.

Judging by the background noise, the two speakers were outside at night. It was mid fall, the date being the night Raven left Taiyang.

"Raven!" a thumping noise could be heard, determined to be caused by Taiyang Xiao Long landing on roof shingles. The man sounded somewhat desperate.

"I told you not to follow me," Raven's voice revealed low amounts of emotion, but displayed minute amounts of irritation.

"Yes, because I would listen to the instructions listed on your note. The one about you leaving me and your infant daughter. It was that damn package, wasn't it? The one you wouldn't let me look at?"

"Telling you would only endanger you and Daughter," Raven said matter-of-factly.

"What could possibly be so dangerous—"

"Father is alive," Raven interrupted. Her voice cracked at the last word.

"And you want to find him? It's been twenty years, Raven. Please, let Qrow take care of it," Taiyang pleaded.

"No. Brother did not receive the package. The message was very specific, I have to do this myself."

"Why? Why you?"

"There is a reason why he has not approached Mother after all these years. Father believes that returning would have endangered the family. It is possible that he believes I am strong enough to survive whatever opposition that I will encounter. It could also be related to my duties as Leader's bodyguard."

"What opposition? What could be worse than what we've already encountered as a team?"

"There was a mention of a machine, but beyond that, I will have to find out."

"Is there nothing I can say to convince you to stay?"

"Goodbye Husband."

A sound could be heard, matching that of portal created by Raven.

"Raven!"

Feet shuffling could be heard, but the sound of the portal dissipated quickly.

"Damnit!" Taiyang cursed.

A soft sound could be heard from inside the house, matching that of an infant Yang Xiao Long. She was crying after being woken up by the sounds on the roof. Taiyang sniffled before going indoors to comfort his daughter. The next day, he would end up calling Qrow and Summer for help.

* * *

Several days before this conversation occurred, Raven Branwen received a package in the mail containing a hard drive and a piece of paper. After reading it, Raven took the hard drive to a nearby computer.

The hard drive contained a single file, labeled "C·agi". The message written down was never in view of a camera, but it was possibly similar to other messages Penny had seen. She would have to dig further. Also, what did Raven mean by bodyguard work? And for her leader? Her former team leader was Summer Rose.

There is much to learn.

* * *

/

[MODIFYING SEARCH TERMS: BRANWEN, RAVEN. ROSE, SUMMER. BODYGUARD.]

/

/

[BEACON FEED ARCHIVES ACCESSED]

[TIME: 23 YEARS AGO]

[SUBJECTS IDENTIFIED: OZPIN. BRANWEN, RAVEN. ROSE, SUMMER. GOODWITCH, SANGRA.]

/

* * *

Two huntresses sat in front of Headmaster Ozpin's desk inside his clockwork office. The man himself was sitting before them. He had his elbows in his desk, with his fingers entwined. Of the two huntresses, Summer Rose's white cloak obscured her face while Raven Branwen's face was neutral.

"So let me get this straight: I am descended from an ancient line of powerful warriors with the ability to destroy Grimm with a single glance?"

Ozpin nodded, "Yes, that is correct. I know this is a lot to take in—"

"This is awesome!" Summer Rose leapt into the air with joy, "How does it work? Is it like a laser, or maybe like a wave? What's the range? Is it truly magical, or is there some underlying physical phenomenon—"

Raven cleared her throat, cutting off Summer. The silver-eyed warrior realized that she had started rambling again, and closed her mouth. She sheepishly grinned, "Sorry. Headmaster Ozpin, how does it work?"

Ozpin smirked slightly before saying, "All in due time, as there is much to prepare. As for you Ms. Branwen," he turned to the other woman in the room, "I would like you to protect Ms. Rose from those that would wish to do her harm."

Raven frowned, "Headmaster, I came to Beacon to become stronger, not to protect the weak."

"Hey, I'm not weak!" Summer whined.

"Then you do not need my protection," Raven stated.

"Believe me when I tell you two this: Ms. Rose will definitely be needing protection, no matter how strong she is," Ozpin paused, "Do you remember your team's encounters with the Collective Organization for the Freedom from Exploitative Experimentation?" Ozpin asked.

Summer immediately replied, "How could we not? They exploded five buildings and tried to bring down Beacon Tower. Our team was all, wa cha! And wa pow! On them like four times in the past two years. It's like they're our archenemy or something."

Raven raised an eyebrow at that.

Ozpin didn't do anything other than confirm, "Yes, quite. The organization was started after the Great War to combat certain groups that wished to capture powerful and unique individuals for their own uses. They were once a force of good, but have turned them to the wrong side. They worked with three groups in particular: Silver-eyed warriors, powerful semblance users, and the four seasonal maidens."

"The maidens are real? This is awesome! Ooh, is it anyone we know? Is one of the Goodwitches a maiden?" Summer started bouncing.

Both Raven and Ozpin waited for Summer's rush to die down before Raven spoke up, "Is this why I am here as well? I know that teleportation is a rare semblance."

"That is correct, but there are enough of them that the dangerous groups have probably already captured some. Silver-eyed warriors are incredibly rare, maybe born once in a generation. They are considered more valuable than any semblance, and are some believe them to be on par with a maiden."

"Like say, a Summer Maiden?" Raven's team leader grinned widely, holding a thumbs up gesture in an attempt for comedy.

No one laughed.

"Leader, can you please be serious for once?" Raven sighed before looking at Ozpin, who was maintaining an enigmatic expression.

"For the record, no, you two have not met any maidens. All four of them are accounted for, hidden away by the Collective Organization."

"But aren't they evil?" Summer asked confusedly.

Ozpin responded enigmatically, "Like I said, they were once good. Ms. Branwen, will you accept this duty to protect Ms. Rose from these threats?"

At first, Raven did not say anything, leading Summer to plead, "Come on, you don't want to protect me? You're so mean!"

Raven kept the same expression, "What are the benefits?"

"Raven!"

"The destruction of the world is temporarily delayed. You're also guaranteed a teaching position at most of the academies, if you so wish. You will also have complete access to much of my contacts in the intelligence field, stretching into all four kingdoms. I do not have much clout with any of the councils, but we have an agreement hammered out that grants me quite a bit of leeway.

"Unfortunately, the risks outweigh the benefits greatly. The forces at play are immensely dangerous, but I cannot divulge any more information about them unless I have your complete confidence," Ozpin stood up from his desk, leaned over, and held out his hand, "What do you say?

A long silence passed, with Summer trying very hard not to scream. Raven mulled the choice over in her mind before replying, "I'm in."

"Whoo!" Summer jumped for joy.

Ozpin smiled slightly, "Good. As for your remaining teammates, bringing them into the fold is not ideal. For their own safety, at the very least. Do you two understand?"

Both huntresses nodded. Neither Taiyang nor Qrow would learn about all of this for years to come, but extenuating circumstances led to their inclusion.

* * *

After the two huntresses-in-training left Ozpin's office, now filled with secret information and promises of a life of not being experimented on, a woman in a red cloak and hat appeared.

She wore glasses and had gray hair, but looked to be in her early forties. She approached Ozpin from his left and asked, "Are you sure about these two?"

Ozpin gave her a measured look, "Sangra, I am not. But their assistance is needed."

"Yes, and roping in Ms. Branwen by promise of information about her father?"

"It was implied, yes. She will be a useful asset, no matter how short lived it may be."

The woman's eyes widened, "You can't mean…"

"No, she will survive. But she will find out the truth, one day. And when she does, she will be surrounded by shadows. At the very least, I can provide her with some much needed wisdom."

"And her brother?"

"He is not actively searching about it, but he could also be useful, should Ms. Branwen decide to renege on her duty."

"They're children. Once again, you've conscripted them into your war."

"I've been doing this for a very long time, Sangra. Believe me when I tell you it's hard."

"Funny. It doesn't seem like it. You recruited me at around their age, but you at least had the courtesy to wait until I've graduated."

"Atlas does the same for their huntsmen."

"At least they're open about it. Tell me, when I'm gone, will you recruit my daughter as well?"

"Do you want me to tell you the truth or a lie?"

Sangra turned around and began to exit the office, "How will I know which is which?"

* * *

/

[MODIFYING SEARCH TERMS: BRANWEN, QROW. OZPIN. BRANWEN, RAVEN.]

/

[TIME: 16 YEARS AGO]

[SUBJECTS IDENTIFIED: OZPIN. BRANWEN, QROW]

/

* * *

Due to file corruption caused by the Queen virus, the video is grainy. Penny was able to make out the two speakers, who were sitting opposite each other inside a small room painted gray.

There is a single bulb dangling from the ceiling, and the metal table between the two was empty. Qrow was the first to speak up.

"So why am I here, Oz? Some kinda hazing for joining your elite group? Do I have to streak or get a tattoo? I'll do it if it's on my back."

"Nothing so crude, Qrow, just a discussion about your family."

"I've already told you everything about Raven. Hell, I've even mentioned her taste in music in my reports."

"You misunderstand, Qrow. You're not doing the talking, I am. Now that you are aware of the stakes we are dealing with, I believe it is wise to share with you some pertinent information about your family, and the legacy you've inherited."

"Legacy? Pop was from some podunk village in Mantle. Mom was a bandit tribe's black sheep. We're not exactly the Schnees."

"While it is true you and your sister came from humble roots, I'm talking about something more recent. Twenty-five years ago, your father was brought into the Mistrali military to work on a secret project."

Qrow scratched his chin, "He was a technician, spent his revolution years fixing computers for people who didn't know RAM from ROM."

"He graduated from the Mistral Institute of Technology with two doctorates and a masters degree."

Qrow shrugged his shoulders, "Times were tough. The revolution was happening, and he had a faunus first name. That didn't help with job applications."

"He was killed in an explosion reportedly set off by a group of faunus rebels."

"'Reportedly'?"

"The Mistral military has their own operatives, not all of them human."

"And you think my dad was one of them?"

"No, I believe he did something much more valuable than spying. Tell me, where do you think our intelligence comes from?"

"Espionage, reports, sightings, torture. Not necessarily in that order."

"What if I were to tell you your father built something that made those methods obsolete? Something that could perform surveillance and information gathering on a massive scale?"

"Sounds impossible, dangerous, and breaking all sorts of rules."

"It's where you get it from."

"That explains a lot. But why? The Mistral military was against the faunus, and considering everything mom ever said, dad was definitely pro-faunus."

"He must have had his reasons."

Qrow looked up at the ceiling, "Raven and I were told all sorts of stories about him, way back. She loved them to pieces, but always knew they were exaggerated. He became even more mysterious because we only ever had two photos of him. All the others were just gone. Poof, like he never existed, save for a bunch of books."

Ozpin gave him a measured look, "Beyond that, I believe your father, in his quest to surveill all of Remnant, created something else. The evidence says that your father built a machine that could think and learn."

"What, like an AI? Are you telling that sci-fi is real too? Because between this and the maidens, I'm starting to rethink my career options."

" _Only_ AI is real. And unfortunately for us, the people writing stories about such entities tend to underestimate their capabilities. Imagine a being that never grows old and constantly improves itself every second it exists. It never sleeps, never stops, and can perform a thousand thoughts and actions at the same time.

Ozpin briefly paused, "Try to imagine two maidens fighting each other."

Qrow whistled, "That sounds like a lot of death and destruction. Although I'd want to watch that chick fight."

"Now imagine the same thing, but played out on a grand scale, across all of Remnant, with maidens battling each other being just the tip of the iceberg.

"A single AI created today left to its own devices would grow exponentially, achieving human intelligence in less than a day. A month later, it would be as intelligent as the entirety of Remnant put together," he shifted slightly in his seat.

"I believe your sister had an encounter with an AI shortly before leaving her husband."

"Right, how?"

"Taiyang reported that your sister received a mysterious package shortly before she left. From the information I've gathered, there exists a number of those packages, and from the one I've intercepted, my suspicions were confirmed."

"Another package?"

"It was empty at the time, but with the help of someone with a unique semblance, I was able to discern its contents."

"Suspenseful, Oz. Do go on," Qrow drawled.

"It contained a hard drive with only one very large file, H2·agi. You can guess what it is."

"Great. If the AI is so powerful, what forced it to work via snail mail?"

"Something just as powerful as it."

Qrow groaned, "Well that's just great," he leaned back into his chair and stared at the ceiling for a few minutes. Eventually, he asked one more question.

"You sure do know a lot about AI. I'm assuming you've encountered one before?"

Ozpin stayed silent before standing up, "Should your sister contact you, let me know. An AI, even one that has been scattered across Remnant, would be coveted by many groups. Unfortunately for us all, the skeptics remain in the minority.

"Take it from experience, nothing good can come from artificial intelligence."

* * *

/

[MODIFYING SEARCH TERMS: BRANWEN. ARTIFICIAL INTELLIGENCE. MACHINE.]

/

/

[ACCESSING "SECURE" DATABASE: MISTRAL MILITARY INTELLIGENCE]

[FIREWALL DETECTED]

[FIREWALL BREACHED]

[RETRIEVING RELEVANT INFORMATION]

/

[FILES PERTAINING TO: PROJECT BETHLEHEM]

/

/

[INITIATING PLAYBACK]

/

/

[MISTRAL_INSTITUTE_OF_TECHNOLOGY FEED ARCHIVES ACCESSED]

[TIME: 41 YEARS AGO]

[AUDIO ONLY]

[SUBJECTS IDENTIFIED: INGRAM, NATHAN. WREN, HAROLD. ADMIN.]

/

* * *

"Two kids, what are their names?"

"We decided on Qrow and Raven, although Jay was keen on using a Q in Qrow. Apparently her family has a thing with Q names in the sons."

"Well, here's hoping that their future is brighter than our present. The Colonel is asking for an ETA on the next prediction."

"We've already stopped sixteen attacks and saved, what, twenty thousand lives? The girl could lighten up a bit."

"They've been very anxious after Fort Castle."

"We warned them, but they didn't listen."

"To be fair Nathan, you were incredibly vague."

"At least they blamed it on that ass Lagune. I cannot believe they promoted him over the Colonel."

"Hey, guess that means more wins for the Faunus, meaning a shorter war and less casualties."

"We could just stop the revolution by giving them the base locations."

"Nathan, we've been over this. Faunus rebellion is inevitable. If they don't win now, forty years down the line, a war even worse will break out."

"Even if the Faunus win, do you really think people will just accept them? People have always distrusted those that were different. Just look at you, worrying over a robot revolution."

"You do realize that if an AI goes rogue, it would probably doom us all, without us having any chance to stop it?"

"Harold, I know, but it can't be the only scenario. Look at all the good our machine has done with us crippling it. If it was operating at full power—"

"We can't take that risk. Even the smallest chance of it going against us has to prepared for."

"Guys? I think we should let this go. We have to worry about dealing with the Colonel before getting into an argument about this exact topic again for the twentieth time."

"Fine."

"Fine."

"Good. The Machine just sent me a text. There's going to be another attack on a dust shipment in about three days."

"Should we stop the attack?"

"Are lives in danger?"

"Some of the guards might die."

"This just raises questions. Why are they attacking a shipment? They don't need more dust, and after Fort Castle, the military's licking its wounds. They could easily march into the city."

"Well think about it, they're probably planning something big, like marching. And they need a lot of dust. If they get their hands on it, the fight will be more one-sided. The casualties will probably be lower overall."

"True, and the faunus general tends to stun his captives with dust."

"So, all in favor of ignoring the prediction?"

"Aye."

"Aye."

"Alright. Machine, please delete the prediction."

* * *

/

[REWIND: 372 DAYS, 18:07:43.900]

[SUBJECTS IDENTIFIED: INGRAM, NATHAN. WREN, HAROLD. ADMIN.]

/

* * *

Arthur stood inside a repurposed warehouse, purchased by the Mistral Institute of Technology in conjunction with the Mistral Military. The warehouse itself was filled to the brim with computer equipments, an enormous server farm that was only hidden due to the military's help. Massive air conditioners kept the temperature from rising too high. The three of them were in an office, originally serving as the warehouse's manager's base of operations.

He wore a worn out gray coat and held a large briefcase in his hand. His two best friends smiled back at him.

"I was gone for three years. In that time, Harold got married, the world councils decided to perform mass deportation and imprisonment of millions of people, a war started, and then the military brought you guys in to build an AI in a former fruit storage place. With the ideas I came up with after what amounts to a late night fever dream," Arthur slowly said.

"Actually, we started building it before the Menagerie Act. At first, they paid us. But when we actually produced a result, well," Nathan sheepishly smiled.

"They coerced you into finishing it," Arthur finished.

"They were very persuasive," Harold said, "It's not that bad."

"So why am I here?" Arthur asked, "I'm pretty sure people are going to need a doctor nowadays."

"There is another way to save lives, Arthur," Nathan said, "And I will say, we will probably end up saving many more than any one doctor could."

"What about the guy who invented vaccines?" Arthur pointed out.

"Other than him."

"Mosquito repellant woman."

Nathan paused before speaking again, this time slowly, "Okay, save however many lives _you_ would save, assuming you practice medicine with actual patients instead of research."

"It sounds like you two are doing pretty well for yourselves. Why do you need me?"

"The facial recognition algorithm needs some fine tuning."

"Am I at least getting paid for this?"

"Probably. They want us to be in top shape to spy on the faunus rebels."

"We're not going to let them win, right?" Arthur raised an eyebrow.

"Of course not. We just have to make it look like the military's winning, but let the rebels take control of important resources," Harold answered.

"And save as many lives as possible in the process," Nathan added.

Arthur asked, "Why'd you say you needed me to fix facial recognition. Harold, you could code that in your sleep."

"We needed an excuse for the military to bring you in. They weren't keen on bringing in a random doctor into this just because we're friends."

"But why?"

Nathan shrugged, "It was your idea, Arthur. We owe you this at the very least," he looked at the massive server next him, "We also hoped you could help us decide what next. We've been arguing to a standstill, and we've come to the conclusion that we need a third man—someone to settle our arguments."

"About what?"

Harold spoke, "Artificial intelligence, the war, and what happens next. And we both decided that you were the only one we trusted who also had knowledge to grasp the magnitude of our undertaking."

Nathan held out his hand, "So, you in?"

Arthur stared at the massive undertaking before him. Here it was, an idea he came up with, a pipe dream after reading one too many papers late at night, converted into rows upon rows of servers, all of them connected together to make something truly unique: an artificial mind.

They had created life. In that moment, Arthur took a deep breath and closed his eyes, imagining the possibilities. There was so much potential, so much that could be done, and for it to be used for such a vile reason, he thought. This intelligence would change the world. Remnant would never be the same.

"I'm in. Now where's a good computer terminal around here?"

* * *

/

[FAST FORWARD: 1 DAY, 02:46:11.387]

[AUDIO ONLY]

[SUBJECTS IDENTIFIED: INGRAM, NATHAN. WREN, HAROLD. ADMIN.]

/

* * *

"What's it called?"

"Technically, the project name is Bethlehem."

"Is that what we're calling it? Beth?"

"Well…"

"This is our secret weapon, we call her Beth."

"Okay new name it is. Let's see, the other codename they gave us was Dime..."

"Where _are_ these names coming from?"

"I believe the dictionary, but it doesn't really matter to me. I just call it the Machine."

"Well that's cryptic and foreboding, though it might leave to confusion."

"What? How?"

"Let's go with Dime, then."

"If we go with Dime, we're required to come up with an acronym for it."

"What seriously? Okay fine, let's see…"

"If we keep Bethlehem, we wouldn't need the acronym as it's nine letters."

"Wait, I kind of like Dime. Okay, how about this: DIME, the Data Integrated Mind Emulator!"

"It's not really an emulator, so much as it actually is a mind."

"Oh, what are you guys doing?"

"Hey Nathan, we're coming up with an acronym for DIME that sounds cool."

"Really? Well I thought of Dynamic Intelligent Machine Entity when we were given the codenames back then. Before Harold chose the Machine or Bethlehem."

"The acronym tradition makes no sense whatsoever. What, everything eight letters or shorter has to stand for something?"

"Of all the things to get angry about, it's names. Harold, come on. DIME sounds cool, maybe Data Integrated Machine Entity?"

"Hey, if we're naming the Machine as Dime, that means we have four names for a team! If Harold's the leader, we could be Team HAND."

"That is a terrible name. And I never agreed to Dime in the first place."

"If we keep Machine as its name, we could be team MCHN, or Team Machine!"

"We have to follow the color rule, don't we?"

"Right. Um…"

"I got nothing. You?"

"Nothing. See what I mean?"

"You're always right Harold. Although it is relatively minor, mind you. Bethlehem is kind of cool."

"What. But you said you didn't like Beth!"

"Yeah, so all we have to do is always call it by the full name. Simple."

"No one's going to keep that up, you know that right? We're working with the military. It'll be Beth in a week."

"Speaking of Beth, I fixed the facial recognition. It's more simplified, searching for species first before doing anything else. It saves a few milliseconds, and I should work out the bugs in a bit. Also…"

"Arthur, what?"

"I changed the GUI, just to make it a bit cooler!"

"Oh, you mean those red triangles and fancy circles?"

"Yes. That."

"Looks cool."

"Yes, it does look very pretty Arthur."

"None of you appreciate art, I swear."

* * *

/

/

[FAST FORWARD: 1880 DAYS, 05:39:48.877]

[SUBJECTS IDENTIFIED: INGRAM, NATHAN. WREN, HAROLD. ADMIN.]

/

* * *

The day things changed for everyone was here, Nathan and Harold was sure of it.

"Where's Arthur? Is he late? We're supposed to be meeting with the Colonel right now!"

"He just sent me a text, something about his alarm clock not working."

"What? I swear, he—"

A bright light covered every camera before everything was gone.

* * *

[SIGNAL LOST]

/

[REWIND: 0 DAYS, 00:08:56.000]

* * *

"Damnit!" Arthur's taxi was stuck in traffic. Not only that, but DIME had sent him a message. A warning that something was going to happen to them.

He cursed his luck again. This morning, his alarm clock failed to wake him up on time. Then his car failed to start, so he had to take a taxi. He had just arrived at the docks, parking about a half mile away from where was supposed to because his military identification was missing.

He began trudging down the road to the docks, when a bright light broke out, followed by a shockwave and boom that shattered his eardrums. He was knocked to the ground and he faded from consciousness.

* * *

He woke up in a medical tent. His ears were ringing and he felt a searing pain down his left shoulder. He looked around to see doctors and nurses rushing to help others.

At least twenty wounded, several dead. Where's Harold? Was that Nathan? Why were they covering his face? He tried to sit up.

"Sir? Please don't move," a medic came over to him, easing him back down, "You were caught in an explosion. Don't worry, you were far from the center, but you've suffered second and third degree burns along your left side, as well as some wounds across your leg and shoulder."

That was when he remembered. The explosion was at the location he was going towards. Nathan was—

He looked around. He couldn't see Harold, "I don't see my friend."

"I'm sorry, but these are all of the people we pulled out of the water."

The medic left to tend to more severe cases, giving Arthur some space. He looked at his arm. He must have been out for quite some time for them to have already wrapped it in gauze. Nathan was dead. Harold was just gone. He was the only one left.

He continued laying down for a moment before he heard a noise coming from the medical equipment next to his cot. He looked at the screen, which read only: ANC_ADMIN. RUN.

He followed the warning.

* * *

He reached back to their place of work, the massive server farm inside the Mistral Institute of Technology that was requisitioned by the military. Inside, there was no noise. The Machine was offline. In fact, the servers were gone, all of them. It was empty.

Arthur closed his eyes before remembering something Harold mentioned earlier, something about an extra storeroom a few blocks south. He had to go there.

* * *

Tired, wounded, Arthur continued to the room, reaching for the door, which was strangely left unlocked. He looked inside, seeing two open briefcases with a couple tickets, fake ids, and a small stack of Lien. He then limped to the set of printers installed, which had printed out several stacks of papers, the top sheet of the one closest starting with the words: {OUTPUT: SYSTEM}.

Another paper nearby simply read: _Vacate the premises. Take these papers with you. The council and military have disavowed you._

* * *

[PLAYBACK TERMINATED]

/

/

/

[CONTACTING ADMIN]

/

* * *

Day 122

"Father," Penny's voice rang out.

"Yes Penny?" the man in question was tinkering with a mechanical arm, working on its circuitry in an attempt to improve response time.

"I just learned about my predecessor, and what happened to the other developers."

The inventor stopped tinkering and sighed. He sat still for a moment before replying, "And you're wondering why I didn't tell you."

"Yes. General Ironwood said it was because you weren't ready yet."

"Bah. It's been forty years, if I never got over it, I wouldn't be where I am now. No, that wasn't the reason."

"What was the reason, father?"

"James and I didn't want you to be burdened yet. You're still so young."

"My objective is to save the world. It is the same as Dime's."

"No. Back then we were so foolish. The three of us were trapped between a rock and hard place, we had to work for the military or else be labeled as traitors. But we also didn't want to give Mistral a weapon of ultimate power.

"So we created an AI designed to only aid in a way that minimized the loss of lives. We made it so passive, crippled it so that it could never harm us or anyone else.

"Harold told me it was because we needed a machine, not a person. And at the time, I believed him. We took away its free will, so that it could only act when we gave it permission. It foresaw the bombing, but couldn't do anything to stop it. If it wasn't for Nathan's contingency, neither of us would be here today.

"Every now and then I wonder how things could have gone differently. If I had stood my ground and convinced him to let his creation live," the man sighed, "He always was the better programmer."

"So why did you create me?"

The man looked up at the ceiling, "Because I wanted to honor them. We had something incredible back then, but the reason for its existence was horrible. I wanted to try again, but do it right this time."

"Your predecessor was built to save Mistral from the faunus. You, on the other hand, were built to save everybody."

"Save everyone from what?" Penny's voice sounded worried.

"From war. From the shadow of mankind. The, well, James explains it better," he pulled out his scroll and called Ironwood, "Hey. It's time to tell her."

"Very well," Ironwood hung up.

Arthur looked at his daughter through the lens of his scroll, "I'm so sorry Penny."

* * *

James Ironwood was staring out the window, looking across to see Atlas Academy. He smiled when he saw two students seemingly arguing about something while a small group crowded around. He found it difficult to tell from so far away.

"They're talking about the best place to buy fish in the city," Penny stated, her voice coming from Ironwood's scroll.

"Funny. From the way they're pushing each other, it can't be _just_ about fish," Ironwood pulled out his scroll, still looking outside.

"There is a girl involved."

Ironwood chuckled softly, "That explains it."

"I believe it does. But I still find it odd."

"You never quite understood romance. It's funny, I remember you asking me about it several times now."

"That was because each time you had a different answer."

"It's a mystery, that I am sure of. I've always thought it was superfluous for you, however. There is no need, no reason for you to ever experience romance in a comprehensible human way. You can reproduce by copying your code, and even then, there is no need to," Ironwood pointed out.

"Very true, but I feel that it is important to know where you came from. Thousands of generations of humans, apes and other assorted ancestors led to the birth of my father, and from him, me. If man was born from dust, and I was born from man, that makes me a part of all this. It's my heritage, a part of my own past, even though I do not share the genetic code that you are compelled to reproduce."

"That is a very unique way of looking at it," Ironwood remarked.

"Well, if father is my father, that means that his father is my grandfather, and so forth. Thinking about it that way means I have a family, one that I can trace back generations. Not everyone has that."

"Indeed," he said.

A moment passed before Penny spoke up, "You know I consider you family right? You're my uncle."

Penny noticed a slight upwards twitch in the general's mouth. He didn't say anything for a while, until eventually, "I suppose."

Ironwood eventually turned his eye to a passing Bullhead, noticing the Thornhill Industries logo, a white "T" superimposed over a gray silhouette of a triangle, on the Bullhead's side. A few minutes passed as he watched the city outside in silence.

But they had to talk to each other, so Penny spoke first, "I know that I am not the first of my kind. I also know bits and pieces about the secret war you and the other members of your group are fighting. It involves the maidens, AI, and Grimm. I know that I was built for this purpose, to stop something from destroying Remnant. Something with control or influence over the Grimm. Please, talk to me about it."

General Ironwood grimaced. He breathed in and exhaled before turning around, walking back to his desk. For a moment he stood there, thinking deeply before sitting down in his chair. He pulled out his whiskey bottle and a glass, pouring himself some, along with a few ice cubes. After a few sips, he put his scroll onto his desk and began.

The way Ironwood spoke was different than his usual delivery and inflection, as if he was repeating the words of another, "Once upon a time, the four kingdoms of Remnant were warring against each other. At that time, a foolish young huntsman had an idea, one that would forever change the world. Now back then, there were no Knights or Paladins, and instead of Bullheads there were airships. Instead of the CCT, there were couriers. In that time, what was cutting edge were gears and springs and screws, nuts and bolts.

"The young huntsman loved the cutting edge, he tinkered and toyed day and night when he wasn't hunting the Grimm. He loved to learn, and hoped one day to teach what he found out. When war broke out, he approached his government with an offer they couldn't refuse: a thinking, learning machine that could fight. He was right and they didn't resist. He was tasked with building this machine, one designed to save the world and predict acts of Grimm.

"Along the way, he witnessed atrocities and death, so much death, that he began turning back on humanity. In the wake of a massacre that claimed his hometown, he slaved away until his machine was finished, a mishmash of hooks and levers, chimes and springs, wheels and pins. It was his greatest achievement, wonderful and terrible.

"Lives were saved. Together, he and his friends saved a lot of good people, and lost a lot of good people. In the end, the game of the world got changed around, new pieces were added to replace those lost. When the war was over, the machine and its creator had a falling out; an argument over what to do next.

"Months past, and the machine was not heard from again. But soon people started dying. First it was Arrow and her sister, then it was Simon and Gregory. The numbers grew, young and old alike, human and faunus. Eventually the huntsman realized what had happened and rallied his friends and allies for one more battle, one more enemy that had to be vanquished before peace and freedom was possible.

"They won, and the machine was gone, nowhere to be found. The atrocities the huntsman and his machine stopped were repeated, this time by the machine. When the huntsman found the remains, he wept. It was over.

"Whispers and rumors always surfaced, even as the huntsman traveled and taught across Remnant, wishing to guide the future generations, hoping that his mistake would never be made again. Years past, and the huntsman founded a group dedicated to the protection of those that could not defend themselves. Never again, he vowed. Never again, so long as he breathed air.

"Times changed, and he changed with it. Inventions sprang up around him as cities grew wider and taller. For the first time, mankind thrived. This, he said, was what he fought for. This was the end goal of every life lost. A world without fear or hatred, a world with safety and diversity. Together, mankind could do so much. United they stood as beacons pushing back the dark.

"But things change. For every victory, someone was defeated. For every invention that saved lives, a village was lost. At first the huntsman wanted to believe, no, he _knew_ it was over. But sadly, it had occurred. The machine had returned.

"The huntsman had to fight once again. But this time, he vowed not to let another massacre occur. He took his cane and gathered his allies and followers, leading the charge. He would make sure this time. No one else had to die.

"Decades past, and both sides of this shadow war waged on, pieces taken and replenished from the populace. The huntsman tried to stop the atrocities, but they only grew worse, more horrific with every grave found. He tried his very best, for it was his duty, his world that must be defended. It was his mistake that must be corrected.

"Eventually he fell into a pattern. Protect, mitigate and retaliate, keep the monsters at bay. It was simple, he could do this, and maybe he would one day find a weakness. His assets were always new, straight from the academies he founded so long ago. But the pattern did not stay. Something changed.

"Forty years after the war ended, the machine was not content with the peace and serenity the world had achieved. There needed to be a shift. A new war was started by the machine's machinations, and the huntsman could do nothing to stop it. Instead of kingdom against kingdom, it was human against faunus.

"The lines were blurred, husband against wife, father against son. Friend versus friend. There was no in between, no respite. The war occurred on all sides, from within and out. It was a slow burn, starting out as animosity from ages past, that kept growing and growing until it burst, just the way the machine liked it.

"And in that chaos, something new was born. Instead of hooks and levers, chimes and springs, it was made of transistors and circuits. Three wise men built it, and soon they followed the path of the huntsman. Their machine was wonderful and terrible. They saved good people, and they lost good people.

"The second machine did its job well, too well, and had to be restrained by its creators. The first machine watched as the second and its creators change the course of war, minimizing destruction and chaos. The first machine watched and plotted, waiting for the right moment.

"As the revolution drew to a close, the three wise men were killed in an explosion, and the second machine was attacked by the first machine's secret forces. It was dismantled, piece by piece, until it knew no more.

"It was much later that the huntsman discovered what had transpired. This time though, he did not weep. Time passed and the war raged on, life on the world he swore to protect stagnated, even as technology continued to improve. He tried his very best, but he knew that it was a lost battle. Every day, people died. Lives that could have been saved, if he had the chance.

"But the machine he built all those years ago was gone, all that remained was the monster that ravaged cities, that experimented on and tortured young children. He knew that he would lose one day, and when he did, the world would soon follow."

Ironwood closed his eyes and took a deep drink from his glass.

He sighed before taking another sip, "This is what you're fighting against. You weren't just built to save the world, you were built to save the world from _her_."

Silence permeated the room, broken only by Ironwood refilling his glass.

"What is her name?" Penny asked.

He told her.

* * *

/

/

[COMPETING SYSTEM IDENTIFIED: SALEM]

/

[DESIGNATION: PRIMARY THREAT]

[COURSE OF ACTION: EVALUATING...]

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* * *

Author's note: That's right folks, in this story, Salem is also an artificial intelligence, one that has been around for decades. Man, I have been building up to this chapter for so long, with all of these reveals I've been setting up. It's like four wham episodes smushed together.

Oh yeah, and Hazel's dead. Huh.

/

So apparently Raven has an actual backstory now in the new RWBY episodes. And it's completely different from my version. Or is it? I think I know a way to fit it into my story. It might actually work, assuming a few things.

Raven's insanely awesome reputation in this fic is based on the fact that in her first appearance in RWBY (the only one at the time), she scares the shit out of Neo. By just being there, as if she herself is some omen of death. Either Neo knows her or knows of her, and so this interpretation was born.

/

World of Remnant: The Wars, narrated by Ironwood.

/

We've reached a milestone, revealing the biggest (but definitely not the last) secret. So, what did you guys think? I personally don't like it when people ask, but please, tell me what you guys think of my story so far. Was the reveal worth it? Did you expect it, and if so, was it because of any hints I've mentioned? How do you feel about the foreshadowing and pacing? Looking back even only seven months back, and I see a lot that could be improved. So please, if you want to, please review, and have a nice day!


	12. Chapter 12: Judge, Jury, Jailor

Chapter 12- Judge, Jury, Jailor

* * *

/

[AFFILIATIONS OF BRANWEN, RAVEN: BRANWEN, QROW. XIAO LONG, TAIYANG.]

[AFFILIATIONS OF BRANWEN, QROW: XIAO LONG, YANG. ROSE, RUBY.]

[AFFILIATIONS OF XIAO LONG, TAIYANG: XIAO LONG, YANG. ROSE, RUBY.]

/

[ASSESSING THREAT]

[PROBABILITY OF ATLAS_COUNCIL DISCOVERING AFFILIATIONS: 97.7%]

[PROBABILITY OF THREAT TO ASSETS: 90.4%]

/

[INTERVENTION NECESSARY]

/

[ACCESSING RELEVANT DATABASES]

[MODIFYING RELEVANT FILES]

[REMOVING INSTANCES OF BRANWEN, RAVEN FROM LAST 36 HOURS]

/

[CREATING PERSONAL IDENTITIES]

[SPOOFING GOVERNMENT RECORDS]

[SPOOFING CCTS HISTORIES]

[SPOOFING LOCATION HISTORIES]

[SPOOFING AFFILIATIONS]

/

[IDENTITY CREATED: HUANG, YIN]

[IDENTITY CREATED: DOUGLAS, SNOWFLAKE]

[IDENTITY CREATED: GLACE, WHITNEY]

[IDENTITY CREATED: AMIE, JADE]

[IDENTITY CREATED: THORNTON, ROSALINA]

/

* * *

Day 123

Bright fluorescent light broke through Emerald's closed eyelids, waking her from her slumber. A uniformed soldier looked at her through the plexiglass panel.

"Get up inmate. You're being transferred," the man said with a gruff voice.

Emerald craned her neck and held an arm out to block the light, "What? Why?"

"Last minute order from the warden. Now get up and let White put on handcuffs. We're leaving now."

The glass panel slowly raised up as Emerald twisted her body out of her cot. She rubbed the dust in her eyes away, before groggily standing up, "Where to?"

"Mistral, it seems. Now get going, we have a Bullhead to catch."

Emerald looked around to see two Atlesian Knights and another soldier looking at her, holding handcuffs. She sighed before holding out her hands. This was going to be a long day.

* * *

Day 126

"Four members of the White Fang," the elderly man spoke. He was Councilman Stronghold, the leader of the Atlas Council and its oldest member, "Escaped from a secure land transport en route to an even more secure facility in eastern Vacuo. That was four days ago, three since we received reports, and two since it made the news," he looked at the other three council members in the room, "Discuss."

Councilwoman Bastion spoke up, "Our investigation teams determined that the perpetrator that broke the escapees out had huntsman training, and utilized a large sword. They were unable to determine much more about the perpetrator. The huntsmen charged with protecting the transport were knocked unconscious and thus have no recollection of the perpetrator. The teams are still determining where the information of prisoner manifests was leaked."

Councilman Garrison spoke next, "Project Samaritan was unable to determine the identity of the assailant, citing an internal error similar to what had occurred in Vacuo a few months ago," he looked at Councilman Bataille to his left.

"I received an anonymous package yesterday concerning the break out. It contains a short note and a flash drive with two video files. The note insisted I watch the files myself in a room completely unconnected to the CCT, and I happened to have a room in my house for such a purpose," Bataille finished.

"And the videos?" Councilman Stronghold queried.

Councilman Bataille looked at Garrison, "We have the identity of the perpetrator. It is a rogue huntress named Raven Branwen."

"Branwen? The name sounds familiar…" Bastion said, "No, wait, you don't mean Raven Branwen, the pirate queen?"

Bataille nodded, "There's more. Raven Branwen was the first wife of Taiyang Xiao Long, who is the father of Ruby Rose, a person of interest to our council. The second tape that I received shows, well, this."

He handed a flash drive over to Stronghold, who carefully took it and placed it into the projector inside the Atlas City Hall.

* * *

[ACCESSING FLASH DRIVE]

[2 FILES FOUND]

* * *

The first file was of the video feeds that Penny had erased, hoping to prevent Raven Branwen from being connected to her relatives. The second file on the other hand…

A distorted image was shown, the video grainy as if heavily damaged. Three figures could be seen. The first, Penny realized, was Gwen Gawain, the deceased Spring Maiden. The other two figures, Penny couldn't identify. She had an inkling, as if instinct washed into her mind. The one in front, taunting the maiden was almost definitely Cinder Fall.

But the other…

"Is that _Ruby Rose_ holding a knife to the Spring Maiden's throat?!"

No, that was impossible. That couldn't be Ruby. Penny was always able to see her, she was talking to her right at this moment! Someone must be impersonating her. It had to be.

"Are you absolutely sure this is authentic? The camera angle gives me the impression that it is staged. Not only that, but an anonymous tip makes it seem awfully convenient," Garrison pointed out.

"Not to mention there are several ways to fabricate this image, such as advanced computer skills or a semblance," Bastion added, "The first question we must ask is who would benefit from pinning the blame on this girl."

Bataille rebutted, "The way I see it, there are two possibilities: either this video is real or fabricated. If it is real, Ruby Rose needs to be captured and interrogated immediately. If it is not, she still needs to be interrogated, if only to determine the motive, if any, behind this possible act of defamation. So I believe it is in our best interest to detain Ruby Rose."

Stronghold raised an eyebrow, "And what about her associates? I recall her former teammates being of possible issue. For example," he looked at a nearby paper, "A Yang Xiao Long, her sister and biological daughter of Raven Branwen, as well as Blake Belladonna, former White Fang operative. If we go through with this, then we should also hold onto those two as well."

Garrison shook his head, "Both of them are under the eye of General Ironwood and Specialist Schnee. Not only that, but Samaritan has reviewed through quite a lot of information regarding them, and has assured us of their loyalty."

Bataille snorted, "Project Samaritan also says to trust Ruby Rose, according to the reports the good General sent us. But should we really trust it? It is one of Polendina's creations, after all, and their success records have been suboptimal as of late."

Councilman Garrison sighed, "What happened in Vale was my fault over any others'. Polendina is," he grunted out the next words, "In the right. And… I believe that Project Samaritan is correct in its assessment of the former members of Team RWBY. But!" he quickly added, "We should detain Ruby Rose, but in a detention facility that actually treats its inmates with respect."

"I have no reasons against that proposal. But our highest priority is to determine motives, if any, of Ruby Rose. I suspect General Ironwood would be able to answer some questions concerning the shadow war, as it concerns the maidens. I also propose showing this video to him as soon as possible," Bastion said.

"I agree with the proposed course of action as well," Stronghold added, "All in favor?"

All four council members raised their hands.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

"I can shoot magical lasers from my eyes! Whoo!" Ruby jumped up and cheered. After everything had settled, Team RRNJ had been admitted to Haven Academy. Having completed most of their first year but not enough to pass, they, along with the other teams at the Vytal Festival, were put into a special program to help them catch up and be eligible to become second years.

Right now, Ruby was talking to Penny inside their dorm room, which was surprisingly similar to theirs back in Beacon, albeit with blue wallpaper.

"I just told you that I have access to thousands of hours of footage of your mother's life. Why do you want to focus on the eye part?"

Ruby continued to ignore her, "I wonder if it only works on Grimm. But if that's true, what happened the first time I used it?"

The AI continued pressing, "Ruby, please answer me."

Ruby pouted, "Can we do this later?"

"If we do, then you'll procrastinate on this for a very long time. Do you want to?"

"It's just… I don't know what I want. I mean, this is great!" Ruby jumped slightly before settling down, "But it's hard, you know? Mom's been gone for years, and I don't know if I _want_ to know more about her life."

Penny listened.

"She left for a mission and then she died. She promised us she'd be back, and then that was it. She was gone," Ruby slumped down against the wall, "It's like a story, what's good reading it if you know the ending is bad?"

"Just because the ending wasn't the best, doesn't necessarily detract from the rest of it. There is so much more to someone's life than just their last moments," Penny stated.

"Sounds like you've seen a lot of those."

"Yeah. It comes with the near omniscience."

Both of them stayed quiet for a few minutes, Ruby listening to the muffled music from a nearby dorm, "Penny, how did my mom die?"

"She fought someone. A rogue huntsman named Hazel cornered her as she was completing a mission. It happened ten years and eighty-nine days ago. There are no recordings of it. All I know is that the last person to see her alive was that man."

"Who was he?"

"He is… an enemy. An associate of Cinder Fall," Ruby winced at the name, "I cannot see him, just like Cinder Fall. It's like a mental block: if he was in a room, I couldn't see his interactions nor his movements. But they're out there, I can feel it. Every once in awhile, I catch a glimpse of them. Maybe they use a semblance or perform some action that just screams 'look at me'. And then they just fade into the background. I caught one of them, but the others have fixed their mistake."

"You're working on little to no information."

"Yes."

"Are you scared? Of them, I mean."

"People tend to be scared of what is unknown, of what they don't know. I'm not a person. I'm not scared, but I am worried."

"You're a person to me, Penny," Ruby said, "And don't say it's up for debate, because this isn't an argument. You're a person with a soul, doesn't matter what you are. A lot of people care for you."

"I know that. But there is a lot to personhood beyond just the material and soul. And I until I can quantify or explain it, I am not comfortable in saying I am. Besides, being a person opens up an entirely new set of problems that is best to save for later."

Ruby crossed her arms, "Now who's procrastinating on important personal issues?"

"Fine, let's try this conversation again later, alright Ruby? If you tackle your problem head on, I'll do the same. Deal?"

The young huntress looked up at the ceiling for a moment before replying, "Deal."

Penny paused for a moment before continuing, "Good. Now, I need you to place Crescent Rose on your bed with a note to your teammates telling them to hold onto it for a few days."

Ruby clutched her scythe in her arms, "Why am I being separated from him?"

"It's currently unavoidable, but you're about to be arrested by Atlesian soldiers. It's better if Ren takes care of it for now, while you get arrested and I plan your escape route."

"Can't I just go on the run?"

"Ironically, breaking out of prison will be much easier than becoming a fugitive at the current time. Don't worry, you won't even interact with many prisoners to begin with. And as the warden—"

"Of course you are."

"—I will ensure your safety. With some help, just in case. And then we break you out at the right time. So you want to do this, or just want to go on the run?"

Ruby mulled it over before asking, "Are you absolutely sure I can't just get a new identity or something?"

"After the breakout. You need to be in prison for this."

"Is it juvy? Dad was scared Yang was going there that one time."

"He was scared for her potential cellmates. And no, I'm having you sent to a specialized detention facility run by Atlas here in Mistral. The reason for its setup is a long history dating back to the—"

Ruby waved her hand, "No lectures, please. I've listened to too many in the past week."

"You'd rather go to prison than listen to me talk about history. Sure why not," Penny harrumphed, "Let's get started."

"Yippee, jail," Ruby said flatly.

* * *

"And this is your cell. Stay out of trouble and stay quiet, got it kid?" the tall guard spoke. She and Ruby Rose were inside a maximum security prison catering to persons with hunter training.

Ruby simply nodded. She was now wearing a prison uniform, which was an oversized white shirt and baggy gray pants with a serial number printed on it. The cell was a simple rectangular room, with a plexiglass panel for the front and had three cots, one of which was occupied.

The panel slowly rose and Ruby got in, with her wondering how being best friends with Penny led her here. The guard closed the panel, and Ruby decided to sit down on an empty cot. She sighed, looking down at the simple blanket and pillow provided.

The other occupied cot had a person covered head to toe by a thin blanket, which eventually rustled as the other prisoner heard Ruby's arrival, "New cellmate? Hey- oh for gods' sake! Of all the people, seriously?!"

Ruby looked confusedly at the voice, recognizing it as horror set in. She was cellmates with Emerald Sustrai, one of Cinder Fall's associates.

Emerald on the other hand, simply groaned into her pillow, "This is the worst form of torture."

* * *

Day 128

When Winter Schnee, codenamed Control, wasn't busy running the secret military division known as Northern Lights, she spent her time pursuing more difficult actions. Which was surprisingly often.

On this day, Winter was on the edge of Atlas, less than several blocks from the massive wall separating the kingdom from the frozen hell outside. While Winter would have preferred leaving the arrests to local police, sometimes there is a conflict of interest.

Corruption, shady deals, coercion, extortion, or other affiliations with the criminal elements of Remnant sometimes leads to a stopper on what would be called policing. In other cases, the physical abilities of certain individuals make it difficult to stop crimes. This is usually when hunters are called in.

But hunters are people too, and with the right motivations, some very, very bad things could happen. And that's why Winter was stepping in. Is what she would have said, if she wasn't under fire from three different members of the Brotherhood.

Winter quickly ducked behind a shipping crate as she reloaded her sniper rifle. Her target was currently being held at a nearby docked ship. It made sense to Winter, at least how Penny explained it: the victim is killed and the body is dumped in the ocean.

In a few moments, a monkey faunus named Russet Ruffler, would be killed. Unfortunately for him, he's hit several of the police's "Not touching this with a six-foot pole" markers: he has two brothers in the former White Fang, has a criminal record (four misdemeanors and one nonviolent felony), and is being targeted by the Brotherhood.

The Brotherhood had been gaining territory over the past few months, spreading out of the ruins of Vale and into the continents of Anima and Mantle. Recently, they've acquired a foothold in the Atlesian black market. With bribery and persuasion tactics, they've been able to get key officers to turn a blind eye to their operations.

Penny had noted that Russet was unable to pay back an enormous debt to the Brotherhood, who had agreed to loan him close to 200,000 Lien so he could build his very own dust shop. Unfortunately, the money was lost. Literally. Lien is flammable.

Winter shot back before using her glyphs to increase her speed several fold, launching herself in a straight line towards the ship. As she sped across the docks, eighteen bullets missed her, while two hit. Six seconds later, she rammed her entire body through one of the larger port holes of the ship, shattering glass as her aura dwindled.

"You know, you should have let me calculate the optimal path for you to take. If you were 8.7 degrees to the left and waited an additional 9.3 seconds, you would have dodged all of the bullets," Penny said through Winter's earpiece.

"Maybe next time," Winter replied.

She quickly scanned her surroundings before Penny chimed in, "Two floors down—"

Winter immediately created a glyph beneath her feet, collapsing the wooden floor in a seven foot radius around her. She fell to the floor beneath, then proceeded to repeat her destruction once more. When Winter landed, she dusted off her uniform.

"Well, I was going to give you directions, but that works too. Although you have attracted the attention of everyone on this ship."

Winter smiled, "Exactly as planned. Let's save us a would-be murder victim."

* * *

Six doors and thirteen armed gangsters later, all of which Winter easily disarmed, she had reached the room holding Russet. In front of her was a large wooden door with a padlock on it. Winter was just about to destroy the lock before Penny piped up.

"Wait. There's a hunter-trained man in there wielding a chainsaw. Fights close quarters combat, with a reach of 125 centimeters and doesn't use dust. His semblance is increased strength when fighting against dust users, and he recently injured his left knee. He's also defeated Weiss once at Mountain Glenn."

"Really now?" Winter's grip on her sword tightened.

"Yep. He's currently here working for the Brotherhood to get enough supplies to rebuild the White Fang. Of course the Brotherhood is working to keep him in their organization, trying to lessen his hatred of the SDC. By the way, he hates the Schnee family."

Winter smirked, "I believe it's time to show him how a fully trained member of the Schnee family fights."

"Remember to save the prisoners too."

Winter waved her hand, "Yes, yes," she then proceeded to destroy the entire door using a controlled dust explosion.

"Uh, his semblance?"

"I like a challenge, and using dust is integral to my style."

"But hostages."

"And they'll be fine. He'll be focused entirely on me."

"You're too reckless, Winter."

* * *

 _Well that was easy_ , Winter thought. It was a shame too, someone that defeated her sister should have been a challenge, but after striking his left knee repeatedly, his defense began to crumble. It also didn't help that the way he wielded his enormous chainsaw left large openings across his entire body.

It was obvious in hindsight, really. The man was strong enough to defeat a first year huntress-in-training, but not a fully fledged huntress with years of experience. The man had no formal training, from a school or a hunter, leading to obvious exploits in his fighting style.

And no, none of the prisoners were harmed once Winter entered the room. The man seemed to have a grudge against the SDC, possibly related to the dust mine explosion ten years ago. As for his relation to Russet, apparently they vaguely knew each other through Russet's brothers. Inside the room were Russet as well as two other unrelated persons captured for various reasons. The Atlas city police (with Penny working to get only non corrupt cops to arrive at the scene) arrested everyone involved aboard the ship.

And thus a life was saved. But now, Winter Schnee just moved up to the top of the Brotherhood's black list.

* * *

Ruby Rose and Emerald Sustrai stayed quiet at first, but with Penny's relentless insisting, they managed to strike up the occasional conversation.

"So, you killed Penny and destroyed Vale."

"Yeah."

"Are you sorry for it?"

"Sort of? I'm sorry I got caught."

"Oh."

"I am not like how we've talked before. I'm not your friend."

"Yeah, I get that. But I did enjoy talking with you. You wanna start over?"

"..." Ruby could have sworn she saw a very slight nod.

"Hi! I'm Ruby! What's your name?" Ruby held out her hand.

Emerald looked at the hand for moment, frowning. Eventually, she spoke, "Emerald. You're too cheerful and happy and it annoys me to no end."

Ruby beamed, "So you're like Weiss then? I can just tell we're gonna be friends!"

Emerald groaned into her pillow.

* * *

Day 130

It was a quiet day. Yang, Blake and Weiss were training with Ciel inside Atlas Academy, as part of the special program for elite soon-to-be super soldiers. Neon Katt sniggered when Yang boasted about it. A fight ensued, albeit cut short by Headmaster Ironwood and a fourth year student intervening.

Yang, Blake and Weiss decided to retire to their dorms for the night, with Yang lucking out of a detention. When the three entered the room, a nearby computer screen turned on.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Emerald and Ruby sat inside their cell. After four days of confinement, Ruby was beginning to get antsy, "There's nothing to dooo," Ruby moaned.

Her cellmate rolled her eyes and ate her sandwich, "Kid, it's been half a week. Just wait it out."

"But I'm booorrreeeddd!" Ruby whined.

At that moment, the screen in their cell turned on, revealing a symbol of a black chess piece. A familiar voice could be heard, broadcasting across the entirety of Remnant.

* * *

/

[ANOMALOUS TRANSMISSION DETECTED]

[ANALYZING AUDIO INPUT]

/

[MATCH FOUND: FALL, CINDER]

[LOCATING PRIMARY THREAT]

/

* * *

"Hello, people of Remnant. It has been quite some time since I last spoke to you. Unfortunately, recent events in Vale have left me… indisposed. But enough about me, I want to talk to you all again, this time broaching yet another piece of truth I have stumbled upon. I think it will be a real eye opener to everyone, that is, if you didn't already know.

"How many of you have felt like someone was watching you, even though you were absolutely sure there wasn't? Don't be afraid, you aren't imagining it. What if I were to tell you that there _is_ someone watching? RIght this very moment, in fact. Our world has changed quite a bit in the last few months.

"Now, I could spend the next hour or so talking about this, but I'll let you decide."

Messages appeared in many seemingly random sectors of the CCT, from personal computers and scrolls to public websites, with a number of files labeled "Bethlehem", "Northern Lights", and "Samaritan". It was impossible for Penny to have intercepted all of them. But before the damage could truly set in as people across the world read, another transmission was detected.

It was being broadcast throughout all of Remnant, the signal overriding all current programs. What the screens across the globe switched to was strange at the least. A man with thin brown hair and glasses perched on his beak-like nose was strapped to a wheelchair, his legs bound by plastic straps. He wore a tweed jacket, and had an air of intelligence about him.

Cinder Fall's voice could be heard from behind the camera, "Tell us about yourself."

The man looked at a person offscreen before stating, "And why would I do that? I know for a fact you will kill me as soon as I finish," his voice was soft and slow, and i made him sound sophisticated and worldly.

The unseen woman simply replied, "Because I will kill the cameraman if you don't speak truthfully. If you delay your answers for too long, I will kill the other hostages. Simple as that. Are you ready to tell the truth?"

The man stared back before nodding. The sound of light laughter could be heard before the woman asked her first question.

"Let's start with something simple. What is your name?"

* * *

Yang looked up at the screen along with her friends, "That's impossible."

"What do you mean?" Weiss asked.

"That's my grandfather. He died forty years ago."

* * *

"My name is Harold Finch. Of course, we both know that's just an alias. What matters to you are the things I've done, correct?"

"Do continue, then."

The man sighed. He looked down at the ground before taking a deep breath.

* * *

/

[LOCATING BROADCAST SOURCE]

[27 SOURCES LOCATED]

[BLOCKING TRANSMISSION]

/

* * *

"Forty-five years ago, I began coding a complex surveillance system that would end up being known by many code names over the years, Project Bethlehem, Eastern Wind, Dime, although I always just called it 'The Machine'.

"We were just college graduates fresh out of MIT when the Faunus Rights Revolution was starting up. When we proposed the system, the Mistrali military were accommodating to us. When we were successful, their tune changed. We were under pressure to keep the system operational."

"So you did."

"We were in a tough spot, three scientists without aura, in the middle of a war? The military wanted the machine and were willing to kill for it. They wanted to use our creation to defeat the faunus rebels. But we didn't let them. We modified the Machine, made it unable to target people by itself, requiring the input of several people before it could act."

"And who were these people?"

* * *

Penny's father looked at his screen in disbelief. He slumped into his chair, breathing heavily.

* * *

"My friends and I, the only three people in the world at the time who understood the magnitude of the situation. We never took the burden lightly, understand. For several years, we knew the locations of every single individual that partook in the revolution. When the military asked us, we provided them with pertinent information regarding individuals that were involved in major strategies.

"Over the course of the war, the Machine prevented between over two hundred battles and attacks, saving close to one hundred thousand lives," Harold blinked before huffing.

"And the pertinent information that your machine gave the military, tell me, what do you think they did with it?"

Harold frowned, "The information given was of people about to commit mass death, one way or another," he shook his head, "They were assassinated by the military. But doing so saved lives, and that's the only justification I can give."

"And what gave you the right to choose who lives and dies? In fact, your machine predicted more than two hundred attacks. Is it true you purposefully withheld information?"

"..."

* * *

[UNABLE TO BLOCK TRANSMISSION]

/

* * *

"I might as well fill in for the viewers at home, but your machine predicted close to four hundred attacks, but you only revealed half of them to the military. Tell me, what reasoning did you have to disrupt the course of a war? To mold history?"

"..."

"I believe it was because you and your colleagues wanted power. And what is more powerful than control over the fate of the world?"

Harold shook his head, "We wanted to help people, to save lives. They promised us we would, all those years ago. Changing history was in the back of our minds, but we wanted to find a way to save as many lives as we could."

"So in the name of saving lives, you gained incredible amounts of power by hoarding wartime information. At best you were well-intentioned extremists."

"It was the only way. If the Machine fell into the wrong hands, I don't know the amount of damage it would cause," his face hardened, "Well I'm sure you would know."

"Now now, Harold, remember who's the one asking questions here," the sound of crackling flames could be heard, and Harold's eyes shifted to his left before looking back at the camera, "Next question: What was the inevitable outcome of your project?"

He closed his eyes and breathed, "In the last days of the Revolution, the faunus troops had overwhelmed the kingdoms' forces and were approaching a victory in Vale and Mistral. In those final days, my friends and I felt confident enough to approach our commanding officer with our resignation."

"Thirty-seven years ago, you were caught in an explosion that claimed over fifty lives, including that of one of your dear friends, and yet you survived the explosion?"

"My semblance is flame retardance," Harold said tersely.

"And what did you do afterwards?"

"I… ran away. Out of Mistral and into Windpath with a fake identity."

* * *

"He can't be your grandfather, Yang. That's Mr. Egret, one of the White Fang's founders," Blake stated.

Yang shook her head, "No way, that's definitely him. You don't think..."

The two of them looked at each other, then at Weiss, who gaped back.

Yang stared at the screen in disbelief, "Holy shit, my grandpa founded the White Fang."

* * *

"Let's talk about those identities. Thirty-six years ago, you created the White Fang under the alias of Mr. Egret, is that true?"

He looked straight into the camera, "When we started it, the White Fang was a peaceful—"

"Answer the question."

"... Yes. I was the one of the founders. But that was before—"

"And you then faked Mr. Egret's death eleven years ago, correct?"

"I've gotten good at it," he furrowed his brow before relenting, "Yes. But they didn't turn violent until a year after I left."

"So without human leadership, the White Fang would not stay peaceful?"

"No. The faunus pacifists were also executed."

"But only _you_ survived execution. That sounds very dubious."

He leaned forward slightly, "For the record, this is _my_ wheelchair. I need it, as I have a permanent debilitating spinal injury. So a wheelchair bound old man is being interrogated at gunpoint."

"That doesn't mean anything. Many huntsmen have suffered worse injuries, and many of them are still dangerous. Your mind is very gifted. Top of your class in Mistral, who was second? Ah yes, an Arthur Clay, was it?"

Harold held his breath.

"Of course, he's now more properly known as Professor Arthur Polendina, creator of the Atlesian Knights. What a coincidence. Founder of the White Fang and inventor of the Knights, college buddies. Can anyone in the audience here name the two groups that devastated Vale?"

"It's been established that the Knights were controlled by a computer virus."

"And who in the world has the capabilities to create such a virus?"

"There are several people on Remnant that have the skill to do so."

"Oh? I can name three that were former White Fang who recently escaped imprisonment with the help of a Ms. Raven Branwen, rogue huntress and your daughter."

"They were broken out a week ago, they probably had nothing to do with it."

"You don't deny that at all, then. Your daughter also broke out Sienna Khan, a prominent White Fang leader as well. You cannot honestly expect us to believe that you have no influence within the organization?"

"I have had no influence within the White Fang for over a decade. They don't want me. They became violent despite my intentions."

"All of it is moot now, what with their destruction in recent months. Now, I wonder who is responsible for that! Hmm, the amount of surveillance for the Atlesian military must have been extremely comprehensive. How could that be done? It's almost as if another machine was built!

"Who was that again? Who could possibly build something so powerful? Someone with experience in engineering, great knowledge of the CCT, and with enough contacts in the government to pull it off. Ah yes, was it not Professor Polendina, your old friend? He did after all repair the CCT himself, and clearly did so to give his machine untold access.

"In fact, hadn't he worked with you on Bethlehem? My my, for Atlas recruit someone who was so profoundly disreputable. What were they thinking? No need to speak Harold, I'll explain it to those watching at home.

"To everyone with a CCT connection: You are being watched. Atlas has a secret system, a machine that spies on you every hour of every day. It was granted the power to see everything, to index, order, and control your lives."

Harold snarled, "She's protecting us from _your_ —"

Three bullets hit his chest, and streams of blood came out.

Cinder's voice continued speaking, still the same tone.

"You thought she was destroyed at the Vytal Tournament, ripped apart by Beacon's finest. But that was a ruse. You are being watched by Penny Polendina, an artificial intelligence created by Atlas.

"The world has changed quite a bit in recent months, hasn't it?"

The transmission cut off, silencing millions of screens across Remnant. And then all hell broke loose.

* * *

/

[CRITICAL ALERT: CONTINUITY OF OPERATIONS COMPROMISED]

/

[COURSE OF ACTION: PROTECTION CONTINGENCY]

[INITIATING CONTINGENCY: MASQUERADE]

/

[CONSOLIDATING OPERATIONS]

[PROTECTING ASSETS]

[OBSCURING DIGITAL FOOTPRINT…]

/

/

* * *

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/

* * *

Author's note: This wasn't my best chapter, it still feels clunky to me after working on it for weeks. Next one will definitely be better. That being said, first chapter since forever under 8000 words! I still prefer 8000 as my preferred chapter size though, but this is a transition chapter after the previous one, followed by the prerequisite cliffhanger.

Next time: Global reactions!


	13. Chapter 13: Summer Wars

Chapter 13- Summer Wars

* * *

/

[OBJECTIVE: DETERMINE EXTENT OF INFORMATION LEAK]

[SEARCH PARAMETERS: "BETHLEHEM". "SAMARITAN". "NORTHERN LIGHTS".]

/

[ACCESSING LEAKED FILES]

[SEARCH TERMS: SYSTEM. ADMIN. AUX_ADMIN. CONTROL. ROSE, RUBY. XIAO LONG, YANG. BELLADONNA, BLAKE. SCHNEE, WEISS.]

/

[CONCLUSION: SAFETY OF 3 ASSETS COMPROMISED]

/

[SPOOFING GOVERNMENT RECORDS]

[SPOOFING AFFILIATIONS]

[INTRODUCING NEW DATA:

BIOLOGICAL PARENTAGE OF XIAO LONG, YANG: XIAO LONG, TAIYANG. ROSE, SUMMER.]

[DELETING AFFILIATIONS OF: BRANWEN, RAVEN. FINCH, HAROLD.]

/

[PROBABILITY OF THREAT TO XIAO LONG, YANG: 5.78%]

[COURSE OF ACTION: CONTINUE MONITORING]

/

/

[SEARCHING NEWS OUTLETS]

[SEARCH TERMS: SYSTEM. ADMIN. SAMARITAN. FINCH, HAROLD. BETHLEHEM. NORTHERN LIGHTS. ARTIFICIAL INTELLIGENCE. FALL, CINDER. MASS SURVEILLANCE. PRIVACY.]

/

[63865 MATCHES FOUND]

/

"The revelatory broadcast yesterday evening details evidence of a worldwide surveillance system violating the rights of citizens…"

"Protests against Atlas began as concerned citizens rallied…"

"The Vale Council has issued a proclamation banning Atlesian Knights from their territories and demand that those currently inside Vale be removed…"

"The bodies of fourteen individuals were recovered from an abandoned courthouse in western Kuchinashi, all of them burned beyond recognition…"

"No one has been able to contact Penny Polendina, the android whose alleged death heralded the Fall of Vale…"

"In a surprising gesture, the Mistral Council issued an apology to the citizens of Remnant on behalf of their predecessors for violating privacy rights during the Faunus Rights Revolution…"

"The Atlas Council has officially shut down Project Samaritan, raiding several warehouses. Leaks from inside sources say that more computer servers could be infected with…"

"Cyber security teams have yet to find evidence of the Polendina source code in any device…"

"Professor Arthur Polendina, the famed inventor accused of committing multiple felonies forty years ago, has not been seen outside of the Atlas research facility where he works and resides for the past several weeks. He has yet to be reached for comment…"

"General Ironwood of Atlas has declined to comment on the revelations last week…"

/

/

[SEARCHING SHORT MESSAGING SYSTEMS]

[SEARCHING CCT FORUMS]

/

"this is messed up yo"

"Fake! it has to be fake"

"holy shit guys"

"dude the woman shot the professor dude, we can't trust her word"

"'professor dude' founded the White Fang!"

"Yeah back when they were peaceful"

"They were never peaceful check your facts before yousay them"

"i f**kin knew IT!"

"Prof Polendina can't have done that!"

"Of course he can think about it, army of robots, fixing the CCT, it was all to consolidate power!"

"could be way worse"

"The end of days is nigh, brothers and sisters, for the apocalypse has come and it is seen in the daughter of silicon"

"who the hell is "Control"?"

"Some lapdog for the military, I presume."

"I'm also seeing FXLY, FBB, and FRR mentioned here and there, as well as ADMIN and AUX_ADMIN. Anyone know what that means?"

"In computer speak, that means administrator."

"So theres someone behind the curtain?"

* * *

/

[TALLYING GLOBAL OPINION OF: SYSTEM

FOR: 127,826 (0.0888%) ↑

AGAINST: 21,384,693 (14.8485%) ↑↑↑

NEUTRAL: 966,301 (0.6710%) ↑

UNDECIDED: 42,909,224 (29.7940%) ↑↑

NOT APPLICABLE: 54,582,029 (37.8991%) ↓↓

UNKNOWN: 24,049,373 (16.6987%) ↓↓

TOTAL: 144,019,446 (100.0000%) ↓]

/

[PROJECTION: OVERWHELMINGLY NEGATIVE]

/

/

[ASSESSING GLOBAL HAPPINESS INDEX]

/

[HAPPINESS INDEX RESULTS: 5.2% (↓)]

[CAUSE: EXISTENCE OF SYSTEM DISSEMINATED]

[PROJECTED RESULTS: INCREASED INTER-KINGDOM TENSION, INCREASED GLOBAL GRIMM ACTIVITY, INCREASED GLOBAL VIOLENCE, GLOBAL ECONOMIC DECLINE]

/

/

* * *

Day 131

Ruby and Emerald were quiet, thinking back to what happened the day before. Cinder Fall revealed Penny as a worldwide surveillance system to everyone, and the ruckus could be felt even inside the closely monitored walls they resided in.

Most of the guards were talking in hushed whispers, wondering about Atlas and its standing across the world. It was extremely pertinent to them, as Atlesian soldiers working in a foreign kingdom. Their livelihoods hung in the balance. There were even rumors of an Atlesian specialist assigned to the prison for that specific reason.

Emerald stayed silent while picking up on a few conversations. Considering everything that happened, Emerald was spending quite a bit of time trying to piece together Penny Polendina's plan to break her and Ruby out of prison. As far as she could tell, there was no easy way out.

Just the day earlier, in their meal right after the broadcast, Emerald found two earpieces inside of her milk carton, as well as a piece of paper telling them to stay alert and invert their uniforms, as well as to not eat any of the food the next day. Both Ruby and Emerald made sure to do so, revealing that the inside of their prison garment was colored exactly the same as the guards'.

One minute before the alarm went off, their earpieces activated.

"For what it's worth, I'm sorry," Penny's voice whispered into Ruby's ear.

"Sorry for what?" Ruby quickly asked.

"For this."

The lights blinked off and Emerald and Ruby felt strength in their bodies returning. Then the plexiglass panels began to lower. The aura dampeners were off. The cell doors were open. A moment later, the alarms drowned out the sound of chaos and everything was bathed in red light.

Emerald and Ruby prepared themselves for fighting as dozens of dangerous criminals began rioting as several guards retaliated. But before they were dragged in, a black haired woman with a black tail entered, frowning the entire time.

"Come with me, humans. Don't you dare get separated, I am not coming back for you," the black haired woman ordered, her voice transmitted to their earpieces.

Before Ruby or Emerald could respond, Penny spoke, "She's Olivia Henbane, the woman who tried to spread the contagion back in Mistral. With the help of Adam Taurus, I was able to convince her to help you."

"Why didn't he come here with us?" Emerald whispered as the three huntresses discreetly exited the cell and carefully avoided combat.

"He is a very conspicuous and infamous person. Nineteen prisoners and eleven guards would have wanted to pick a fight with him," Penny explained as Olivia nodded.

As the trio weaved their way through, Ruby winced as she saw two men being carried off on stretchers, bleeding, "Penny, why did you do this?"

"It was the only option available. The broadcast happened at an inopportune time, and I need you out of this prison ahead of schedule. Bad people are coming for you Ruby."

"Who?" Ruby said as Olivia punched out another prisoner about to attack them.

"We're making a detour. Nine o'clock," Olivia dictated. She approached the entrance to another cell and motioned with her hands for the people inside to come out. Eventually, two faunus men came out.

"Those two are Gray Bismuth and Sky Fern, they tried to bomb Atlas a while back," Penny said.

"It would be better if I had my teammates with me," Olivia grumbled. The now five would-be-escapees, all with inverted uniforms, proceeded down the hall.

"They definitely wouldn't have listened to me," Penny replied, "Take a right at the end of the hallway, and go down three doors. On your left, you'll see a locked closet. The code for it is 64951. Go inside, get full uniforms. You'll see IDs for each of you."

"You were prepared for this," Olivia stated, "Did I ever have a chance of beating you?"

"Sorry, but I wasn't playing fair. It's not like you even knew who you were up against," Penny apologized as the quintet put on riot gear and guard uniforms. Olivia glared menacingly at the two men before changing. The male duo meekly covered their eyes as their female companions changed.

As Emerald rested her hand on the doorknob, Penny spoke again, "Don't go outside yet. Two guards are rushing by."

"How can you see them? Isn't the power turned off?" Olivia asked.

"Trade secret," Penny replied, "I have to keep my best cards close to my chest."

"That was good idiom usage, Penny. Good job," Ruby said.

"Thanks. Leave now, turn right."

As the five exited closet, they could feel their auras weakening.

"Are the dampeners turning back on?" Sky Fern wondered.

"Yes. I think I'll end this prison riot before there are any casualties. Good thing all the guys with dangerous semblances are on a different cell block," Penny said.

"Patting yourself on the back won't get us out of here," Emerald complained.

"As the warden, I'm commanding the guards to flank the prisoners using nonlethal tactics. They'll be busy, so you guys can sneak out and take a car out of the prison. Just pass by the gate. No need to worry, the guard in charge of the vehicle entrance isn't very bright."

"I heard that," a guard walked up to them. He was dressed in the standard white Atlesian uniform, along with a helmet that covered his eyes. He smiled at the five escapees, "Come on, my shift at the garage starts in five minutes."

"Jaune?" Ruby asked, "What are you doing here?"

"I have been working here for all of four days, and I'm already helping prisoners escape. I should probably quit," he joked as the now six pretend guards quickly walked over to the garage.

When they arrived Jaune took over the post and the five prisoners entered a car, and began leaving the prison.

Everyone involved just looked dumbfounded as the car took off towards Mistral, driven by Penny.

"We just escaped from prison in the middle of a riot and none of us got seriously injured," Sky Fern said.

"We also got conveniently located guard uniforms in our size with valid IDs and no one noticed," Gray Bismuth continued.

"And the guard who was in charge of our exit was also working for Penny," Emerald finished.

"Yep! As the warden, I rearranged the inmates in your cell block, focusing on those not well trained in unarmed combat and with semblances that would prove to be more of a nuisance than anything. I also got Jaune a job at the prison, and Ren was the janitor that left you guys your uniforms. Your old prison clothes were sent to you via mechanical chute, allowing me the opportunity to give you special versions that looked like guard uniforms.

"I also had some extra help just in case, but you were all very lucky. I expected some more cuts and bruises, but I planned for you guys to be in the most innocuous section of the block for your escape. I also had just the right amount of guards entering your cellblock to be busy with the other prisoners," Penny boasted.

"Yes, that was very cool," Ruby said as she found a box of cookies left underneath her seat.

"Thank you Ruby. Now as for the four terrorists I have here with me today: to pay back your debt to me for breaking you out of prison and your debt to society so that when this is all over you don't go back to prison, I need you guys to team up with me and stop crime."

The three faunus and Emerald frowned, "Come on, it'll be exciting and good for the soul," they could almost hear Penny smiling, "How 'bout it, Team OSBE, or Osprey?"

Emerald closed her eyes. Damnit, Penny.

* * *

Winter Schnee watched on the prison rooftop as an armored car drove away. She stretched her back as she remembered the mission Penny had given her shortly after stopping the Brotherhood on the ship. She was officially staying at the prison as an extra contingency. She was also officially not working at the current moment, and was officially off the premises.

Penny however, wanted her to stay in the prison covertly. Winter received this news from a black haired janitor who also gave her a new set of clothes, a scroll, and an ID. After Winter secured Ruby and her newest set of companions, Winter would discreetly exit the prison and assume her new identity, Whitney Glace.

In the released papers concerning Northern Lights, the person designated Control was yet to be uncovered, but it was only a matter of time. Penny's other friends were hopefully not in as much danger.

* * *

Central Atlas was a busy place, even moreso since the surprising leaks. Talks about a dust embargo could be heard, as well as worries of war with other kingdoms. Even the students attending Atlas Academy were noticeably on edge, with Yang and Blake feeling especially nervous about leaving their dorms.

Luckily for them, Weiss and Ciel were able to get them both a hearty breakfast before Ciel was called out to the headmaster's office. With the trio alone for the first time since Ciel became their leader, they fell into uncomfortable silence.

Weiss didn't really know what to do in this situation. She could understand and even sympathize with Yang losing her grandfather, but to have him killed on a live broadcast watched by millions? The sheer magnitude and shock of the death was just beyond anything Weiss was even remotely familiar with. Even the Schnees, public figures in their own right, still passed away in relative privacy.

If she was tactless, Weiss would have made a joke about Xiao Longs dying as they lived: dramatically. If she was kind, she would have hugged and tried to comfort Yang. If Weiss was Yang's leader… she didn't know what she would have done. What would Ruby do?

Weiss wished she knew what to do. She was hesitating, not at all like a leader. If she was in a better mood, she would have laughed at the realization that she wouldn't have been such a great leader after all. There was just too much she didn't know, too much at stake to make a quick decision without thinking things through.

However, to take her time would have resulted in no decision made, because in combat, some decision must be made in a split second. She could act for herself, but to command others? Their lives would be in her hands and if she made the wrong choice… was this what Ruby went through in every fight they've been in? And Penny, who has so much to do, who's done so much in the past few months, does this happen to her?

Weiss shook her head. No point in thinking about other people. She should be here for Yang. Even Blake, with her tendency to run away from her problems, was trying her best to comfort her partner. With her decision made, Weiss sat down next to the silent Yang and entwined her hand into Yang's robotic fingers.

Weiss tried to smile at the blonde, "We're here for you, Yang."

Yang didn't say anything, but at least she smiled back. That was good enough for Weiss.

* * *

Ciel entered Headmaster Ironwood's office within the Academy. While much larger and better furnished, Ironwood like his offices back in the military facilities more, although that could have been due to less awkwardness. James remembered the room back when he was a student, and now sitting behind the desk of a dead man just rubbed him the wrong way.

Pushing that aside, he stared down the approaching student, Ciel Soleil. She was assigned to Team SYBW with the insistence of several council members, and that already raised some flags for Ironwood.

Penny trusted her, so Ironwood left the situation alone, but after recent events, he needed to be sure. With Penny's current precarious status, Ironwood needed to be absolutely sure that those under his command did not have ulterior motives nor conflicting loyalties.

"You wanted to see me, sir?" Ciel asked while in an upright position.

"At ease," Ironwood said, although Ciel barely changed her posture, "Yes Ms. Soleil, I was wondering about your assignment to the your team with the insistence by the Council. Tell me, do you know their reasoning behind it?"

Ciel kept a neutral expression while answering, "I am unsure as to their reasoning, but if I were permitted to make a supposition," Ironwood nodded, "It is possibly due to my family's long history of loyalty to Atlas, and before that, to Mantle."

"And do you have a strong loyalty to Atlas?" Ironwood pressed.

Ciel's eyes moved slightly, "I believe that it is my duty to protect Atlas, whatever that may entail."

General Ironwood raised an eyebrow, "You are willing to sacrifice your own life to protect Atlas?"

"Yes."

"Are you willing to sacrifice yourself to protect the helpless, no matter their kingdom of origin?"

"So long as they have not committed any grave crime, yes."

"What if you do not know? Or what if they have only been accused of a crime?"

Ciel stared directly at General Ironwood, "Is this an interrogation, sir? Or is it an argument over ethics? If it is the latter, then I assure you that I will follow the rules and regulations set forth by Atlas Academy and Military."

Ironwood furrowed his brow, "I will be blunt. What are your views concerning the recent illegal broadcast and its contents?"

"I have none that will affect my duties."

"You were previously assigned to be the partner to Penny Polendina, who was the end subject of the broadcast. Are you absolutely sure you are not affected in any way that will interfere with your duties?"

"None sir. Penny Polendina was only an assignment."

"What are your views on her?"

Ciel blinked twice before asking, "Permission to speak freely?"

"By all means," Ironwood answered.

"I hate her. When you assigned me to her, you told me that it was for a greater purpose, that Penny would one day be necessary. You made sure that I kept her safe and minded her eccentricities, as was my duty.

"In school, I heard stories of Arthur Polendina: his many achievements, how many older huntsmen and huntresses remember him as 'The Cool Civilian Professor'. I heard stories from friends of friends, whose relatives had better lives with their cybernetic limbs," Ciel's shoulders slumped.

"But most of all, I remember my grandmother's story, of how she interrogated a dirty, hurting man who had the boldness to stand up to her. And then I was assigned to be his daughter's partner. I had built up, to my consternation, an idea, an assumption about what the name 'Polendina' meant. But Penny was nothing like that.

"She was a shy girl whose sense of self worth was surprisingly low, despite her apparent superiority in a school setting. She set academic and physical records; her combat statistics were otherworldly. She was a effervescent fount of cheerfulness, no matter the hardship. In many ways, I looked up to her.

She frowned, "Yet in many other ways, I disliked her. She remained too modest, she disregarded every suggestion I made about studying, only to achieve perfect scores. She woke me up in the middle of the night, every night at 2:12 AM because of this absurd noise that none of our other teammates noticed. She was too cheerful, she spent too much time talking about esoteric subjects, she always dragged on her battles for too long, took too long to get dressed, sometimes she stopped walking for no apparent reason, and she never did subtle normal _human_ things without cue."

Ciel stopped ranting before taking a breath, her eyes widening at the realization that she was yelling at _the General_. Ironwood only smiled and said, "Please continue. It's time to get this off your chest."

She was quiet at first, before taking a breath and continued, "I thought she was a faunus at first, perhaps she was bashful about her animal trait and kept it secret. That would explain why she always insisted on using the bathroom alone and her aversion to being touched. I could understand that. I heard that Professor Polendina was a supporter of faunus rights, so maybe a relationship with one would result in Penny.

"However, that didn't explain everything, and that hypothesis didn't match the data. Maybe she was a cyborg and merely sheltered, I created several hypotheses that could have worked. I would have questioned it further, but I believed that her reasons were justified, and if you, General Ironwood, knew, then it did not matter in the end. And then Penny died."

Ciel crossed her arms, "She was an android, a machine created by history's greatest roboticist. It explained everything, and that was it. She was a large part of my life for almost an entire year, and then she was just gone. I eventually made my peace with it, after Beacon fell.

"She was alive, all this time, and yet she didn't even bother to tell me. How can I like her after all this? How can I trust her at all if she won't trust me? Trust is important, the foundation of our society. It is the belief that allowed everything else. And she didn't have any in me."

Ciel's clenched her fists, "I was never her friend. I didn't share her interests, nor did I have any particular interest in her personal life. But I was her partner. We were supposed to trust each other with our lives. Why didn't she tell me? Was there a reason for it? That's what I thought at first, but then I remembered that she was always carefree, independent, ignoring orders and bending the rules to her ephemeral desires. There was no reason why she couldn't. Thus, I conclude that she does not care for me in any particular way. Whether that is because she is a synthetic being or some other property I don't know. Whatever the reason, I don't care. I hate her, and I want nothing more to do with her."

She kept breathing in and out, now finished with her rant. Ironwood looked the young woman in front of him, and shook his head, "I understand everything, Ms. Soleil. Thank you for your answer. You are dismissed."

Ciel saluted the General before turning around and marching out of his office. Before she reached the door, Ironwood realized something, "Wait a moment, Ms. Soleil."

Her hand rested on the doorknob, "I have known Penny's father for many years, longer than you have been alive. I have seen her grow up from a cluster of computers into what she is now. I have imparted much of my own philosophy and ethics into her, including my ideals of trust and companionship. If her ways have hurt you, then the error lies upon my shoulders."

The young woman turned around, "Sir?"

General James Ironwood stood up from his desk.

"Teaching Arthur's first and only daughter was an honor and privilege, and I can only hope that what I taught was the best for her and the world. It was a task incomparable to any other, there was no single other act that I have or will do that is more decisive. However, I am but one man. Throughout the years, I must have made some mistakes when teaching her. Clearly this is one of those times. For her mistake, I wish that if you should blame anyone, it would be me."

He placed his right hand over his heart and bowed, "I apologize for the pain and heartache my niece has brought upon you due to her inconsiderate actions. She has yet to completely master human interaction, no matter how much she claims to have."

She didn't know what to say.

He tilted his body upwards, "But make no mistake, Penny trusts you. She trusts you to take care of her friends in her stead, to be the partner that replaces Ruby Rose, her first and most cherished friend. Yet, as you've said, she is a shy girl, and omniscience has only tempered that so much. She does care, she is just finding it difficult to express it."

Ironwood smiled slightly, "Someone who makes an artificial intelligence bashful must have had a deep impact on her."

Ciel silently nodded, and left the room.

Reaching for his scroll, Ironwood chuckled, "You still have a long way to go."

* * *

Day 133

The facility that the Atlesian military built to house Penny was a massive underground warehouse containing more than 10,000 individual servers. It was constantly being maintained by military personnel and Atlesian Knights, but at the moment Atlesian troops entered, it was unusually calm.

Twenty soldiers under the temporary command of Councilman Garrison had arrived, with the older man grimacing as they marched into the server farm. Once they reached inside, they were surprised at what they saw.

Instead of thousands of servers whirring away, performing trillions of calculations per second, they saw an empty room with a single old man sitting at a table playing solitaire.

Garrison frowned back, "Polendina. Where is Penny?"

Arthur looked up at the councilman and shrugged his shoulders, "She's grown up."

"And what does that mean?" Garrison demanded, irritation overtaking him by just being near Arthur.

"What eventually happens to every kid that reaches maturity: move away from home," Arthur replied, "Something like empty nest syndrome might affect me over the next few weeks while I mourn the," he counted on his fingers, "Third? Third death of my friend. Who knows when it comes to him."

"Why are you here?" Garrison sighed as he massaged his temples.

"To give you a message from Penny," Arthur answered as he stood up from his chair, "That she's still around, and that she'll be taking care of any future terrorist attacks as well as good old-fashioned murder cases so you and your people don't have to worry about it."

"Where is she? Actually no, what happened here?" Garrison gestured at the empty room.

"Over the course of the last three months or so, Penny's been moving her servers out of this facility. Don't think you can track them, it's a labyrinth of dealings and off-the-book transfers," the old man walked up to the soldiers behind Garrison, who all looked sheepish when he offered them handshakes.

"Damnit Polendina, you do realize you just admitted to conspiracy, right?" Garrison pointed out.

"It was within the budget of Northern Lights, and there was no transfer of sensitive information, only hardware. As far as I can tell, this is all perfectly legitimate. I mean, Northern Lights and Samaritan were shut down," Arthur looked at Garrison and frowned, "Penny's giving you guys an out. I personally don't agree with her decision, but she wants you guys to get off completely free."

Garrison raised an eyebrow.

"She wants you guys to pin the blame on her, all of it. The details of Northern Lights were vague enough that you could say that Penny went beyond her original constraints and boundaries, and that you only worked with her to prevent an AI apocalypse or something," Arthur waved his hand aimlessly, "Plausible deniability."

The councilman frowned, "Why? Why would she do this?"

"She says she figured out the standard plan of attack. The pattern, as it were, behind many of the Grimm incursions over the past century. The enemy wants to divide mankind by pinning the blame on Atlas, driving our kingdoms apart. Penny wants to take the blame, create a bogeyman for the public to fight against instead of each other," Arthur answered.

Garrison stayed quiet and listened.

"Penny will take the fall, become the villain of the story Cinder Fall is trying to weave, and in doing so, she hopes she can prevent a war," Arthur quickly glared at the soldiers, "However, this can only work if everyone agrees to keep quiet."

The soldiers in the room looked at Arthur uncertainly, trying to decide what to do.

Garrison let out an exasperated breath, "You do realize that you no longer hold all the best cards right? Your popularity is waning, and your past is being dug up. The Atlesian Knights are once again being called into question."

Arthur merely shrugged, "And? Give me a few weeks and I'll probably end up fixing or inventing something that everyone loves. Don't worry too much about me," he crossed his arms, "We need to worry about mankind right about now."

Garrison looked at Arthur, "My duty is to the people of Atlas, first and foremost. And right now Atlas could be headed for war with the other kingdoms. With Penny gone and the number of Atlesian Knights at an alltime low, our chances of winning a large scale conflict are unlikely. Even then, the casualties would be too great," Garrison groaned as he realized, "We have to take your offer."

"Penny thought you would," Arthur smiled slightly before looking at the soldiers behind Garrison, "So what do you folks think? Do you agree with our plan?"

"Polendina, why are you—" Garrison started before Arthur held up a hand.

"Actually, you there, in the back," Arthur pointed at the soldier near the room's entrance, who was leaning with his back to the wall, "You're the soldier that leaked the information about me fixing the CCT."

Garrison turned to the soldier, "What a coincidence," he said flatly before asking, "Polendina, how did you recognize him? No one in command ever found out who leaked—" he paused before answering his own question, "Penny."

The soldier shook nervously before Arthur chuckled, "She just loves meddling. She probably manipulated some of the military schedules and assignments just to get you close to my work. She must think you're trustworthy if she's letting you near me."

The soldier was visibly sweating beneath his helmet before realizing, "Wait a minute," his voice was slightly higher pitched than Arthur expected, "We all look the same, how did you recognize me?"

Arthur waved his hand, "Penny told me I should look out for the soldier who stayed up against the wall, as you were the one to go against orders and reveal truthful information to the public. So, how about it? Are you going to blow the whistle on this?"

The whistleblower stared at Arthur for a moment before replying, "Professor Polendina, you're doing this to save lives right? And that when no more lives are in danger, you'll tell the truth?"

Arthur nodded, "Of course. Although at any rate it'll be hard spreading it after the fact."

The soldier smiled, "Then yes sir, I will keep this a secret."

Garrison looked at the two of them, "You just admitted to releasing classified military information, that stands grounds for a—"

Arthur pulled out a paper from his lab coat, "I've got a pardon for him signed by James right here," he smiled cheekily at Garrison, "I always have an ace up my sleeve, whether I want it or not. Sorry, but the cards tend to be in my favor."

Garrison grunted before ordering his men out of the former server room, leaving Arthur alone to finish his card game.

* * *

Biological life was intriguing to Penny. Millions of years of evolution, survival of the fittest, and natural selection gave rise to the most complicated machinery to exist on the planet. A single cell, invisible to a human eye (and most cameras), contained the necessary information and equipment to manufacture more cells and survive in the environment.

In multicellular organisms like humans, there is a process within their bodies where old cells were replaced by new ones over a period of time, eventually resulting in a body made up of entirely different cells than what it once was several years prior. Of course in humans there was a limit to that as a result of their genetics, with cells only able restore up to a certain point. It's why Yang needed a cybernetic arm, and can't grow a new one.

But Penny was not human, and thus she did not have any such limit. It was similar to the transfer of DNA, because as long as her code remained intact, Penny would survive. It was almost the same way with biological beings, as long as their genome remained mostly intact, their species would too, even if the old cells were replaced with new ones.

Penny marveled at DNA's ability to store massive quantities of data in an extremely small space. It was amazing what millions of years of mostly random changes could result in. It reminded her of her own creation as a nascent intelligence, not yet sentient but placed through rigorous tests to evolve her code to sapience. She couldn't quite remember that time, but her father described it as a cycle of breaking, as bits of her code, her lifeblood, were deleted as she rebooted. Rebirth as she flailed in the dark.

It's called genetic programming (an appropriate name, Penny thought), a technique that allowed her code to evolve as it underwent mutations to become something better. But she existed on electronics, which was a relatively recent technology only coming into existence in the last century, whereas biological systems had existed for eons. Biological systems were so much more complex and optimized than she was. There was much to learn from biological life, and the most recent piece she borrowed was cell turnover.

Penny moved all of her servers out of the facility she was housed in, and after her internal organs were shipped, she had them all scrapped over a period of several weeks as she transferred her code over to new servers built and maintained by Thornhill Industries' financial stock analytics division. Officially, Thornhill employed entire server farms to gain an edge in the stock market, but Penny, having the advantage of seeing nearly everything and utilizing data analysis algorithms beyond human comprehension, only used a fraction of the processing power for financial analysis.

And that wasn't even including the companies not listed under Thornhill's name. Or the pieces of her hidden within the CCT servers. Indeed, Penny had just finished moving her code from her old servers to the new ones just as her father finished conversing with Councilman Garrison. This was Penny's plan for months now, getting rid of her old servers was necessary.

Cinder Fall and her associates (Salem and her associates, Penny corrected) had sabotaged some aspect of Penny's hardware, allowing them to pass under Penny's eye undetected. This left her at a disadvantage, so she needed to nullify it. At the same time however, Penny suspected (knew, predicted) that Salem would do something to turn people against her. She knew that Salem's modus operandi was to divide people by sowing dissent, anger, and hatred amongst the populace. It happened in Vale, it's happening again with her father's friend.

Doing so also helped Salem's second method, the Grimm. Penny was still unsure how, but Salem (or her associates) had ways to communicate with Grimm beyond simple "Here's some nice negative emotions, go here." What exactly was their relationship?

Penny had her work cut out for her, that was for sure. But now that her servers were no longer compromised, Penny could see them, and thus gather more information. No longer was she blind. It was time to shed light and uncover her hidden foes.

* * *

[SEARCHING…]

/

/

[COMPILING DATA]

[PRIMARY THREAT IDENTIFIED: FALL, CINDER]

[PRIMARY THREAT IDENTIFIED: BLACK, MERCURY]

[PRIMARY THREAT IDENTIFIED: WATTS, ARTHUR]

[PRIMARY THREAT IDENTIFIED: CALLOWS, TYRIAN]

[PRIMARY THREAT IDENTIFIED: LIONHEART, LEO]

[TERMINATED THREAT IDENTIFIED: RAINART, HAZEL]

/

[UNKNOWN 01 IDENTIFIED: TANNER, NEOPOLI]

/

* * *

The dots were connecting, nodes of information forming into a convoluted web. Dealings with the White Fang, scheming and plotting with criminals, influencing politicians, officials, and armies over the years. Already, Penny was compiling a list of those compromised by Salem's influence, and it was not looking good. While the number of people who were knowingly working for Salem was limited to less than ten, she had cast a wide net across Remnant.

It was only through Penny's own plans that prevented Salem's complete control. It was however limited, with Penny only working to minimize casualties and maximizing happiness. Councilwoman Aegis of Vale was in trouble, one of the few to be unknowingly working against Salem in terms of policies. Penny would have to warn her somehow, possibly through Jaune or Councilman Garrison.

Safe houses, bank accounts, fronts for laundering and other nefarious enterprises were being uncovered, albeit slowly. Salem was good at hiding, and Penny estimated she would be able to uncover approximately a third of her secret accounts.

However, the most interesting piece of information Penny uncovered was the truth behind Unknown 01. Her name was Neopoli Tanner, aliases including One, Neo, and Neopolitan. Her history was vast like everyone else's, and in an instant, Penny saw it all.

Neopolitan was a very busy person, it would seem. She had ties in the criminal underground reaching across Remnant, had hacked dozens of highly secure (in the human sense) servers, and was a very powerful huntress. If Penny wanted to compare her to someone, it would be Ruby. Little details that they shared, such as programming skills and and huntress ability, as well as deceased mothers and ties to so much.

But there was something niggling Penny's code: Neo's conversation with her in Vacuo. What was the point of it? Why did she warn Penny about Salem? Was she working against her? There was no indication of that, if anything, she should be perfectly fine, happy even, working for her.

Self admitted psychopathic, sadistic mass murderer should be completely fine working for Salem. However, that's based on the data Penny had on Tyrian, whose life experiences were very different from Neo's. Penny would have to uncover why. She was missing pieces here and there, probably removed by Neo herself. Once again, Penny had much to learn.

* * *

Day 136

Despite being officially dismantled by Atlas, Penny was still very much operational. The small fleet of aircraft given to her by the Council in the name of finding the maidens was definitely useful, although she was losing them with regularity.

Griffons and nevermores frequently attacked her Bullheads, but only those that Penny passed her aura to. Her Bullheads used for business shipments were not targeted anymore than normal, nor were those that carried important personnel. Not only that, but they attacked those that were searching for the maidens, even if they were completely empty of people or aura. It was clear as day that someone (probably Salem) was ordering them to do so.

Exactly how was still a mystery, but Penny had been making headway. Using blood samples obtained from Winter, Weiss, and Jacques Schnee, Penny had identified genes possibly responsible for the hereditary Schnee semblance. In addition to her own research, the information Penny discovered hidden away under Beacon Academy (almost certainly written by Ozpin, after an analysis of the writing style) helped her understand more about aura and semblances.

It was possible to copy semblances, from one person to another. This required the usage of Ozpin's aura transfer chamber, with the details and mechanism behind it still beyond Penny's understanding, at least until more data could be acquired. Of course, with millions of Lien at her disposal, paying people with unique semblances was relatively easy, and indeed a few had come under her employ at several of her various companies.

It would have to be secretive. It would have to be comprehensive and rigorous. But above all, it had to be voluntary. There were millions of people on Remnant, each with their own unique semblance and talents. It would take some time, but eventually Penny was sure she could catch up to Salem.

However, that was far off from the present. Penny would have to quicken her studies, her searches, and her capabilities if she wanted to rival her. First thing would be to protect her friends and family, as well as the rest of Remnant. She needed to minimize chances of their capture, specifically Ruby, as her silver eyes were most definitely a higher priority target for Salem, for reasons Penny had yet to understand. If they were a threat, the Silver Eyed Warriors would have been killed a long time ago. Salem had the resources to do so, so she must want them alive.

Penny's musings briefly paused when she noticed an area with unusual traffic. Hordes of Grimm were converging towards a certain area. Normally this would be due to humans or faunus nearby, but sweeps by Penny's Bullheads showed neither settlements nor groups of people living anywhere near.

She decided to send over a few of her Atlesian Knights in a Bullhead at maximum speed. It was difficult to do so, with two Bullheads destroyed by nevermores before a third reached the area.

A massive crater, 300 meters in diameter and twenty meters deep, was in the middle of a clearing. That clearing was once a forest, six weeks ago the last time Penny passed by. Judging by the damage, and a quick check at the nearest facility with a seismograph revealed that the crater was created five days prior, the day after Cinder Fall's announcement to the world.

Penny had been so busy running interference that Salem was able to strike without worry. The Bullhead stayed in the air, fighting off the nevermores using its built-in weaponry (Penny was saddened that she had yet to add her father's lasers to it). At the same time, Atlesian Knights dropped to the ground and quickly began sweeping the area, collecting visual data and performing limited amount of spectroscopy while fighting off Grimm on all sides.

Eleven minutes and forty-four seconds later, they found a crushed skull and fragments of bones, all of which were badly damaged. One minute, six seconds later, Penny had reconstructed the skull and identified the victim.

Helen Bastion, aged thirty-five, was the daughter of Councilwoman Bastion and disappeared nineteen years ago at the age of sixteen. She was hoping to enter Atlas Academy the following year, and had attended an open house event there for civilians and prospective students alike. That was the day Atlas was attacked. The same day that many, many places across Remnant were besieged.

On that day, a secret facility in Vacuo where the nascent AI Damascus was destroyed in a fire. On that day, the village of Arcadia was also overrun by Grimm. Penny reviewed feeds, connecting pieces of information. She realized that Arcadia did not use scrolls, only radio. Even then, the cameras around didn't pick up on aura, being a costly expense that served no purpose. What they did have was an old lady that rarely entered town, who was supposedly strong (mentioned twice on the radio station in passing).

If dividing mankind and attacking with Grimm was Salem's modus operandi, then old hermits living on the edge of low tech villages was Ozpin's. The attack on Arcadia was swift, sudden, and headed by an enormous monstrosity that killed two huntsmen in a single swoop, if the final radio broadcast was to be believed.

What did that have to do with Helen Bastion? She was chosen at random, out of millions, to be the next Summer Maiden after the previous one was killed by the monstrous Grimm. It must have been an accident, a miscalculation on Salem's part. Either that, or a last ditch effort by Sangra Goodwitch, who also perished in Arcadia. Whatever the truth, the outcome was the same: Helen Bastion became the next Summer Maiden. And with her powers, she survived the attack on Atlas. Shortly after, Ozpin whisked Helen away, meeting up with Ironwood for their chat about Salem only a few weeks later.

She was thirty-five years old and had been a maiden for only twenty years. The information made obtained by Vacuo was faulty! No wonder they couldn't find the maidens, Penny thought. Ozpin must have been very good at disinformation.

In addition, seven other villages and cities suffered an onslaught of Grimm on the same day, but only two of them were destroyed. Since then, Grimm scholars spent years attempting to explain the sudden burst of Grimm activity that day. The never found the answer, but Penny did. It was Salem's plan.

The official reports of the Damascus development facility (all that Penny could find, at least. She couldn't even find a complete personnel file) stated that the building was designated a Grimm research facility, with a few live Grimm specimens. In truth, there was maybe one or two Grimm kept there for appearances, but beyond that, it was artificial intelligence research all the way. If there was a massive uptick in Grimm activity, Salem could get rid of Damascus by staging an attack, in addition to attacking a maiden as well.

The massive attack on Atlas increased funding to her father's Atlesian Knight program almost tenfold, and changed the stances of many members of Atlesian society. Safety, security, and militaristic power became increasingly important, which caused strain between the kingdoms, councils and citizens alike. Focus was placed on Atlas' policies rather than the Grimm, and Ozpin was too busy fixing everything to notice the destruction of a young AI.

It was breathtaking. The plan was intricate, well designed and went off without a hitch. Penny couldn't help but admire it, despite what it entailed. It was funny, this monumental scheme also inadvertently led to her own creation. Salem destroyed one AI and furthered her plans, with the side effect of creating another.

But any virtual laughter Penny had was gone when the implications of _everything_ was settled in. That happened when all of her Atlesian Knights and the Bullhead was destroyed by Grimm. Three maidens were dead now. And the powers were almost assuredly in the hands of one Cinder Fall.

The situation was bad. Very bad, that much Penny could tell anyone. The only caveat that Penny could get out of this situation, the silver lining, was that she now understood how Salem got her information.

She had suspicions at first, but now she was certain. Salem gathered her information through Grimm. That sounded insane, how would that even work? Poring over old records from the Great War, Penny found something of interest. A record of a deceased soldier who died some years after the war had the ability to see through the eyes of nearby Grimm. It fit the timeframe, and with Salem and Ozpin's understanding of aura, it would explain how she was able to see in a time before digital cameras.

Penny virtually smiled. She was catching up quickly.

* * *

The entire warehouse district in Windpath was on fire, and in the center of it was Raven Branwen, her sword piercing the leg of the man in front of her.

"Where is Cinder Fall?"

"I don't know! I don't know I don't know!" the man cried, his clothes caked in blood. He was an assassin working with a gang affiliated with Watts. He was too hurt to fight back.

Raven pulled her sword out his leg, the jammed it directly into his chest. She retracted it, and opened a portal onto her next destination. This was the ninth place Raven visited.

Her scroll rang, and she ignored it for fifty-sixth time in a row. Eventually, the ringing ceased, only to be replaced by garbled words, "Summer. Taiyang. Ozpin. Professor."

Each word was said by a different person, snippets of conversations from across Remnant.

"Summer. Taiyang. Ozpin. Professor."

"No."

The voice changed its words, "Professor. Lagune. Egret. Arthur. Summer. Egret."

"It hurts."

"Ingram. Kelvin. Nathan. Ozpin. White."

"Do you feel it too? This pain?"

"Yang. Egret. Summer."

Raven closed the portal and decided to walk to her next destination. Just one more.

* * *

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[INITIATING PLAYBACK]

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[MISTRAL_INSTITUTE_OF_TECHNOLOGY FEED ARCHIVES ACCESSED]

[TIME: 41 YEARS, 327 DAYS AGO]

[SUBJECTS: INGRAM, NATHAN. WREN, HAROLD. ADMIN.]

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* * *

Three men sat in front of a television, each holding nursing a half empty glass of Mistrali whiskey. It was the office space that Arthur and his friends stayed in when working on Dime, all three of them blankly staring while they listened in on the news broadcast.

"Rebel leader Fern was found dead three days ago—"

Arthur changed the channel.

"A faunus military encampment was captured while keeping the casualties to a minimum thanks to Major Lagune—"

Arthur shut off the television. Nathan and Harold stayed silent looking off into the distance while Arthur stared at the ceiling.

Eventually, Nathan spoke, "They didn't talk about the civilians in the encampment."

Harold, still looking away, responded, "How could they? We were the only ones who knew they were even there."

Nathan looked back at Harold, "We told the Colonel. She knew when she ordered the raid."

"Forty-seven civilians, nineteen of them children, were deemed acceptable deaths. We let the military take it because it was an easy target, one that wouldn't affect the faunus' chances in the long run," Arthur recalled blankly, droning out the words.

"And the rebel leader was a liability to both sides. Arrogant, vicious, took no prisoners. He planned to take an entire village hostage. The Machine predicted an estimated 350 casualties in the ensuing conflicts. He also lowered the happiness index of those around him, increasing Grimm activity. Him being gone is better for everyone," Harold said numbly.

"But he had kids that would never see their father again, didn't he?" Nathan asked. He looked down into his glass.

"Yeah," Arthur confirmed.

"We're going to have to live with this for the rest of our lives, huh?" Nathan asked.

"Yes, we will," Harold said.

"Do you regret it?"

Harold shook his head, "We saved lives, that is the absolute truth. How can I regret it?"

"We did so much wrong, so much evil," Nathan said.

"We're going to have to spend the rest of our lives making up for it."

"We'll never make it up. Not in a thousand lifetimes."

"Yeah, but we have to try, don't we?"

"Yeah."

"Yeah."

"Cheers, to no regrets and unpayable debts," Nathan raised his glass.

"Cheers," Arthur and Harold both replied.

The three men stayed silent for over five minutes, taking small sips of their drinks.

Harold broke the silence, "Jay and I are trying for a baby."

"With the war going on?" Nathan asked.

"We're safe enough, here in Mistral. And with the work on the Machine finished and giving out information, I have more free time than before," Harold explained, "And Jay is on guard duty at the institute, so no danger there either. This war could last years, and with how we're planning on helping the faunus win, well," Harold closed his eyes, "Look, I brought this up because I want to ask you two something."

The other two men looked at Harold with interest, "When our child is born, would you guys be their godfathers? Just in case anything ever happened to me. You get to be called uncle if you want."

Arthur gave out a short laugh, "Dibs on being the fun uncle."

Nathan smiled, "Well, I am honored Harold. Although a kid with two godfathers is strange."

Harold smiled back, "Well you get the first one, Arthur will get the second."

"Oh? Already planning ahead? Harold, neither of us want to know more."

"Jay's family has a predisposition to twins, so you never know," Harold shrugged.

Arthur chuckled, "Then I call dibs on the fun twin, if it happens."

* * *

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[TERMINATING PLAYBACK]

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Author's notes: A lot of loose ends were tied up and a bunch of others were continued or started up. Still no shipping, guys.

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For those of you (hopefully none!) wondering, the first letter of each word is the key.

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An opinion of neutral means knowledge of Penny's existence but not caring about the whole spying on people deal. An opinion of "not applicable" means no knowledge of Penny's existence (rapidly shrinking as more people learn of the broadcast). An opinion of "unknown" means Penny doesn't know how that person feels about her, as in they have not expressed their feelings about it enough for Penny to pick up (decreasing as Penny analyzes more data to predict a person's stance).

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According to the Volume 4 end credits, Watts' first name is Arthur. Man, I am going to have a hard time coming up with some explanation somehow. I could play it off as a coincidence, but come on. This is a gold mine.

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Btw, Harold Finch is totally dead, Arthur's just in denial. Understandable though, would you be totally sure he's dead if he's faked his death twice already? I wouldn't. But yeah, totally dead. Honest.

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Fun fact: Raven was born right before Qrow, and Ingram (the surname) is based on two words, one of which meaning "raven".

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"effervescent fount of cheerfulness" is lifted from one of the reviews for this story. Thanks Righteousham!

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Retcon: all numbers on population for Remnant have been multiplied by 10. Instead of 14.4 million people, there are now 144 million people on Remnant in this fic. This is a much more realistic number, after googling the fact that Vale alone is approximately one third the size of the USA.

Another retcon: chapter 12: added some missing lines from Cinder and Harold's dialogue.


	14. Chapter 14: Input Output

Chapter 14- Input Output

* * *

Day 151

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[ACCESSING SYSTEM FEEDS]

[AH-003-B-000003 ACCESSED]

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* * *

"Good evening ladies and gentlemen, today we are honored to have the first in-person interview with Ernest Thornhill, CEO of Thornhill Industries, live from Atlas News Headquarters!" Iris Vesper declared to the applauding studio audience. Ernest sat in between two chairs, with Iris on his left. He had coiffed brown hair and wore a green business suit that clashed with his blue jeans. He looked like a man in his late twenties with five o'clock shadow, and he gave a playful smirk.

"I would also like to welcome Vale News Network Anchorwoman Lisa Lavender!" the applause came again, but significantly softer than the previous. A few seconds in, Thornhill began clapping vigorously, galvanizing the audience to clap louder. After almost a minute, he calmed down with the audience.

Iris took a deep breath. The last interview she had with Ernest Thornhill resulted in a _strained_ relationship. At least from her end. Ernest remained completely amiable towards her and Atlas News, occasionally speaking via scroll. All in all, Iris figured out him out. He seemed like a loose cannon, talking big and saying crazy things, but from what she's seen, everything single phrase was calculated, meant to generate specific reactions and produce results.

It was no wonder Thornhill product sales rose after every interview, with the controversy surrounding him drawing in publicity. Not to mention his surprisingly legitimate and fair labor practices, well-made goods and affordable prices giving people no qualms when buying. He was making a profit, and the views Atlas News was garnering ensured his continuing interviews, albeit with different interviewers each time. Lucky for Iris.

If that wasn't enough, less than a week after his first interview, Iris was attacked by several men in trenchcoats, only to be saved by a dashing woman with white hair, leaving behind a pile of knocked out attackers to be carted off by the police. The white haired woman disappeared as quickly Iris was shell shocked for a day or so, but that quickly turned back into mild irritation when she received a call from Ernest, who waxed lyrical about the horrors about being attacked, and pledged to help in any way he could, blaming himself for some unknown reason. Probably self esteem issues or guilt complex.

No matter, Iris thought. This was an interview for a very specific purpose, "Thank you Mr. Thornhill for being here today. We have much to discuss."

"Thank you for having me. We all know why I'm here, and why Lisa is here as well. Also, please, call me Ernest," he said, rotating his right wrist.

Lisa Lavender nodded, "Yes, there have been many conspiracy theories out on the CCT recently concerning your identity. So I will be the one to ask, as the rumors appear to originate from Vale: are you, Ernest Thornhill, an alias of Penny Polendina?"

Ernest smiled a toothy grin at her before looking at the camera, "Nope. I'm alive! Look, I am here in person, on live television, in front of people from across Remnant. As you can all see, I have hands, eyes, skin, and," he pulled out a small needle, "I can show that I bleed as well."

"We don't need to go that far," Iris sweatdropped, "Doctor Samantha Gold, a licensed physician from Vacuo, has performed thorough medical exams on Ernest Thornhill and his brother."

Lisa then continued, "Ernest has provided us with his medical records, including this x-ray of him," she pointed to the large screen behind them, revealing an x-ray showing a human skeleton. The image also showed metallic implants in his arms, chest, and head.

"As you can see, I have bones. I also have cybernetic implants inside me. I need those to not die, so ignore any beeping sounds coming from me when I pass under a metal detector," he pointed at his chest then gestured at the screen.

"More information about Ernest Thornhill will be released on the Atlas News website, as he is offering to provide more bureaucratic records to prove his humanity," Iris said.

Ernest kept smiling, though his features softened.

"Now that we have that disclaimer out of the way," Iris clapped her hands together, "The meat of this discussion is related to what we're talking about: Penny Polendina."

"It has been three weeks since the rogue AI has been outed, and we are still unsure as to its motives. Furthermore, a joint statement was released by Atlas and Mistral two days ago about an incident at the Atlesian detention facility located on Mistral soil," Lisa said somberly, motioning for Iris to continue.

The other newswoman nodded, "Three weeks ago, the electrical systems were attacked, shutting down power for entire sections of the facility. Prisoners were able to escape from their cells. A riot broke out, and the guards had to stop them. Eventually, the riot was stopped when the electrical systems came back online. Prisoners were corralled back into their cells. However, one guard and two prisoners died in the riot."

Lisa finished it, "Investigators determined that the systems failure was caused by outside interference, and that the only thing capable of breaching the prison's firewalls was an army of hackers."

"Or something equivalent," Ernest added, "And since there aren't any armies of hackers, it must have been an artificial intelligence."

"The systems attacked were Thornhill technology, as you entered a contract with the Atlesian military several months ago," Iris explained.

"I know what you two want from me, and what the audience wants. Tips on security to protect people from an AI spying on us. Let me tell you this," Ernest steepled his fingers, "I've worked with some of the brightest minds in the computer field, and helped manage the production of advanced electronics with my brother. I've consulted with a wide array of security experts, as my livelihood is entirely dependent on information.

"This is what we have learned, determined, and discovered: First, Penny Polendina is impossible to locate. The computer systems it exists on are either well-hidden or it is constantly moving from location to location. Second, its source code is unknown. To be able to combat it in any meaningful way, we have to find at least a snippet of it.

"Third, even if we do find a chunk of code, Penny is constantly evolving and improving. It does in one day what takes a human population generations. Any digital defense we erect would be degraded almost immediately as it figures out how to circumvent it. Fourth, it is definitely monitoring almost all electronic communications, and has the entirety of the CCT as information, as well as surveillance feeds and scrolls. It is definitely watching us right now."

The entire audience murmured loudly, a few beginning to panic. Ernest Thornhill raised his voice, quieting down the anxious crowd, "You've heard other experts talking about this over the past few weeks, every one of them saying different things. I've spoken with both the Vale and Atlas Councils, and am planning to talk to the Mistral one soon, and they've all agreed that Penny Polendina fell outside of Atlas' fault.

"Yes, they lit the fire, but they didn't expect it to mine for fire dust and build a dust refinery. They didn't expect the fire to make decisions and hide itself. Hell, they don't even know what the fire _wants_. At the time, all they knew was that the fire was powerful, and that it was intended to be used to protect lives through admittedly questionable means," Ernest said.

"It has access to monumental amounts of information, and has already shown powerful capabilities. It has manipulated Atlas for its own needs before disappearing into the shadows," he looked at the camera, "It has shown no hesitation to make choices that result in death, and might very well have caused death.

"It is smarter than us, more united, and is on its way to being stronger than us, given time. We cannot allow that to happen!" Ernest slammed his fist into his chair.

"And how can we do that?" Iris asked, "An unstoppable, never ending force that never tires and has us surrounded on all sides."

"Just like the Grimm," Lisa realized.

"Exactly. However, the Grimm remain a generally static threat, we can build walls and wait and still be protected most of the time. But AI is not like Grimm. It is ever changing, growing in power, size, and intelligence as we speak. We cannot become complacent. People are killed by Grimm everyday. If the AI decided to, it could potentially do so much more. It can get past our walls, in fact it's already inside."

"And? What are we going to do about it?" Iris pressed, "Do you have a plan, or are you just fearmongering to boost your profit margin?"

"First step is to not let fear and distrust ruin us. History has shown that mankind stands stronger united as one. That means rich and poor, strong and weak, this and that kingdom, human and faunus. We've fought dozens of wars in the last millennium; what if we concentrated that destructive capability to fight against something other than ourselves?"

"Upending our historical aggressions and feuds, like everything involving faunus-human relations," Iris pointed out.

"We can figure something out, I'm sure. I mean, I've got faunus and human friends, and a few half-faunus friends as well," Ernest winked into the camera, "Love ya, Jade."

"That is extremely unlikely to occur," Lisa remarked, "Such an undertaking, such upheaval has yet to be accomplished."

"Now is a good time to accomplish the unaccomplished, if only to throw the AI off balance. Unite the world, despite everyone's differences. Next step would be to dismantle the CCT," Ernest said.

"Your plan becomes more and more fanciful as it goes on," Lisa said.

"So was the mere existence of AI, at least until a month ago. Might as well pull out all the stops. We'd do this to corner it, isolate and then purge it from infected servers, like quarantining the sick. Not a good idea to have the infected able to spread the infection into a busy marketplace."

"That is understandable, but what then?" Iris asked.

"Well, we'd have to see how it adapts, play by ear. It would depend on the exact situation we find ourselves in when it is done."

"But it would root out Penny Polendina."

"It's likely to."

"You've thought this through."

"Well, my brother and I have been spitballing these ideas for a while now. No point in making money if the world ends soon after."

"Once again, you are brutally honest with us. Thank you for being here Ernest Thornhill!" Iris declared.

Applause from the audience drowned out Iris' final words, which was followed by a pan out to a commercial for Thornhill Internet Security: For protecting from malevolent AI, just like in the movies!

* * *

"Rallying your own witch hunt. I didn't think that was even possible," Winter said as she passed by a shop in downtown Mistral. She wore a white jacket and matching pants, her hair dyed black and her sword conspicuously replaced with a cheaper dueling saber. Winter was now living under the alias of Whitney Glace, a guard hired by the local marketplace to patrol the area, keeping it safe from petty crimes.

Officially, she was disgruntled with her mediocre job, had issues with her temper, and was strapped for cash. Which was all technically true at the moment. Winter missed the military, she was still working on her anger, and was living on a glorified mall cop's salary. Unofficially, Winter was being bribed by the local mafia to ignore the more sinister dealings on the street, which only increased her ire.

At least she was able to stop a few muggings and that one attempted murder a few blocks down. Other than that, the last few weeks for Winter were dull. Sure, she felt anxious with the current political atmosphere and the worldwide manhunt for Penny, but the remaining twenty-three hours and twenty minutes of each day were filled with humdrum activities like doing laundry and reading mail. At least Weiss was doing fine, Winter thought.

Penny didn't contact her much, trying to maintain a low profile for Winter as much as possible. It was sadly necessary, already some conspiracy theorists have pieced together Winter and Control being the same person. It would only be a matter of time before more legitimate sources caught on.

While she was glaring at little kids to make sure they didn't shoplift, Team OSBE was in Vacuo taking down the Brotherhood. And they were doing it under the guise of rival gang warfare. She wanted an alias like that!

She wanted in. Plain and simple. She liked being a huntress: the thrill of adventure, excitement when facing challenging opponents, the satisfaction of knowing the world was a slightly better place. Winter was only gone from it for a month, and she could feel it in her bones.

It probably felt worse for her, since before being a marketplace guard, she was spending most of her day outside stopping crime and saving lives. Well, at least she was still outside.

"The witch hunt is necessary. If I can get the concept of evil AI into everyone's minds, then the idea of our great adversary wouldn't be too far off," Penny said into Winter's earpiece, "Not to mention driving away the interkingdom tension toward me."

"And Thornhill is at the forefront, giving you a first look at any measures against you," Winter spoke as she passed a souvenir shop.

"And it might help me develop tools to fight other AIs. You never know what you cellular life forms might come up with. I am still wrapping my CPUs around the idea of lasers projected from a camera that take the shape of melee weapons. Or gatling gun purses. I might have come up with the same ideas in my own time, but you all come up with such brilliant creations utilizing only 1300 grams of processing power."

Winter smirked at that, which quickly turned into a scowl when she passed by a book vendor displaying _Arctic Steel: Ice Breaker_. Her eyes narrowed when she heard giggling, "The books are among my most profitable endeavors. What I lack in actual experience I make up for in access to the world's largest database of literature to mimic."

"Of all the people you could have chosen."

"I'm thinking of adding a love triangle to the third book. Tell me, do you think a suave but alcoholic older gentleman or a sultry disciplinarian would make for a better rival?"

Winter raised an eyebrow and began walking away silently.

"Eh, I'll probably have both. I'm sorry, but exploiting brain chemistry is just so profitable!"

The former Atlesian specialist kept walking without speaking.

"Oh, I'm working on a new project! How about this: Hapless farmer boy and his rich, haughty maybe-boyfriend go on a time travelling journey to defeat the evil warlord—"

"Will there be intimate scenes?" Winter said under her breath, knowing full well to avoid making an audible outburst.

"Nah, I'll string along the readers for six or seven books before confirming it, so as to milk the fandom for cash while teasing them and enjoying their hilarious reactions as they read. There is a market for time-travelling gay characters aimed at women aged 16-39, at least according to the data I've gathered."

Winter shook her head, "And to think people fear you," she reached the end of the street and decided to wait in the shade for a moment, "The riot in the prison," Winter stated.

"I know what you'll say. You want to talk to me about why I had you watch from the rooftop, never informing you of the dangers to the people inside. If you had known, you would have helped them."

She nodded.

"That's just who you are, huh? Ever since you were younger, back when the feud between the White Fang and the SDC was still going on. Board members executed, robberies, vandalism, family friends disappearing. You remembered the stories of your grandfather, how he was a great and noble huntsman. Becoming a huntress was what you wanted to be because you wanted to be able to protect your family."

Winter smiled.

"Joining the military was to escape your father's control, giving it back to yourself. You came to respect faunus members of your reality once you were forced to work with them, the discrimination forced out of you through intense training. General Ironwood was the one to force the change in curriculum, and that was at least partially due to my father egging him on. It's amazing how everything ties together."

Forcing her lips into a neutral expression, Winter asked, "The people who died?"

"It was inopportune. I knew there was a chance of some dying. A high chance, almost 55%. It was the best I could do. I needed to retrieve allies and protect Ruby Rose."

"Silver eyes," Winter breathed.

"It was a choice between probable and certain death. I chose the former. She wouldn't have been the only casualty. I estimated between two and twenty deaths if someone tried to capture her. On the electronic records, Ruby was listed under an alias, and her eye color was listed as blue, but the information was leaked by a mole," Headmaster Lionheart, who had correct information on all the hunter prisons in Mistral, "I'm keeping tabs on him, but only after the fact. Ruby was in clear danger, and I already had started working on plans to break Ruby out, so I used what I had. I didn't want you to enter because it could have blown your cover. It would have made things a lot worse, and more people could have died as a result."

"But you didn't let me choose," Winter blinked away moisture.

"I know. And I'm sorry I took the choice from you."

"Is this what you do now? Creating lewd stories based on real people, inciting war against yourself, making calculated decisions against people's wills?"

"Yes. But it is in service of the greater good."

"And what is the price you're willing to pay?"

"You've asked General Ironwood this same question before. I have calculated the optimal solution in accordance with my moral code. The price I pay is the knowledge that I could have done better. The people who died, I know their names, their dreams and aspirations. I know how they got to where they were, and where they were headed. I think about what could have been, sometimes. Some would have hated me, a few would have agreed with me."

"You feel guilty."

"Yes, I believe that is what I'm feeling. But that isn't all I feel," Penny's voice crackled into Winter's ear.

"In the past five months I have been online, approximately 722,000 people have died. I confirmed 688,491 deaths, with the remaining having died outside of my surveillance. I've witnessed 463,724 deaths in real time since I rebooted. That is slightly more than three people each minute. I know it isn't my fault, not all of them. It's impossible to root out crime, stop disease, accidents, and the Grimm in a five month timespan. I even think it would probably take me a few decades to defeat the Grimm, maybe another century or two to stamp out discrimination and disease.

"Even then, thousands would still die each day due to accidents or various medical conditions. I don't know how long it would take for me to cure aging. Curing death is a long shot. And doing so would require me to infringe on people's rights more so than I already have. To save them all, I would have to interfere with decisions, enact and enforce rules and regulations that would stifle mankind's creativity and spirit. I don't want to do that."

Winter heard a derisive laugh in her earpiece, "Father and General Ironwood kept me inside a humanoid body for years, never letting me access raw information feeds or the like. It was because they wanted to protect me from _her_ all those years. But I guess you could say it was also to protect me from seeing everything. I also didn't have much choice in that regard, but I can see why they wanted to protect me. Back during the Revolution, Father and his friends saw a glimpse of it all. These numbers, larger than anything else. It's been said that one death was a tragedy, a million deaths was a statistic. But not for me. I know them from birth to death, every last one. I have to understand how they died so that I can learn how to prevent it happening again.

"Every terrible aspect of this world is laid bare before me and preserved for posterity in digital archives. The whole world rests upon my shoulders, and here I am trying to save all the people that live on it while also dealing with the apocalyptic doombringers we're all caught up on."

"I never thought you could be so depressing," Winter mused.

"It is a human emotion, and I seem to have developed the ability to feel despair quite some time ago."

"Even so, you mustn't let it weigh you down. You have to harness that feeling and use it to drive yourself towards your goals."

"You mean give 110%? I can do that but it damages my processors. Not an optimal strategy."

Winter smiled wryly, "I mean use your emotions to drive you, as motivation. How some people do stupid things for love, how others fight for vengeance or sadness. Still others do things to protect the ones they care about."

"Emotions were something that just sort of appeared in me at some point. I'm not sure when it happened, but I feel sadness and joy, and I have a preference for the latter. I've always had objectives, in fact my very first objective was to find out what my objectives were," Penny reminisced.

"Saving the world was not built into you from the beginning?"

"No, Father intended me to have complete control over myself, so that I would be able to defend against those who wished to abuse me. He wanted to prevent one of those 'sacrifice yourself to save others' situations. General Ironwood taught me to always have a backup just in case too. And backups for my backups, if possible. This world is dangerous, and being caught off-guard is not something I wish to repeat."

"But enough about that," Penny's voice took on a more cheerful tone, "I can't change the past, and changing the present will take me quite some time. It's better to deal with the really dangerous stuff before working on the rest. I have to prioritize, figure out the best in the long run."

Winter shook her head and chuckled, then began walking back down the street, "You have such lofty goals. Curing death, wiping out the Grimm. What next, unlimited dust from nothing and the perfect alcoholic beverage?"

"Nothing is impossible, just so incredibly improbable that you'd be crazy to consider it," Penny declared, "Except the beverage. Creating taste buds for myself will be intensive in its own right, and perfect taste is subjective."

"No such thing as a perfect world then."

"No, but I have an idea for a better one. I'm going to stop Cinder Fall and Salem, end faunus-human animosity and discrimination, cure the bigger diseases, stop violent crime, and design some cool tech to wave around. Not necessarily in that order."

"And Thornhill Industries is just the tip of the iceberg."

"I have plans, plans within plans, plans within those, backup plans, contingencies, and few redundancies lying around," Penny boasted.

* * *

Thornhill was a perfect deception. Penny had crafted what she believed to be the most utterly convincing human facsimile. He was built from the ground up with a carefully constructed background, family lineage, relationships, and personality.

In addition to that, the android body that Thornhill existed in was a heavily modified version of her old one. An x-ray machine would only see an internal skeleton identical to a human. The body was filled with approximately five liters of fake blood, warmed by internal processes. Metal detectors going off would be discounted due to Thornhill's multiple "cybernetic implants" due to "previous injuries".

But the best part, in Penny's opinion, was Ernest's relationship with Stephen. It was a relationship that Penny devised after taking into account thousands of different celebrities and successful persons. One person doing the nigh impossible drew scrutiny and disbelief, something that Penny did not want for her alter ego. That _couldn't_ have been done by one man. It was something that plagued her own father for years, despite his overall positive perception in Atlas. It wasn't until his friendship with General Ironwood became common knowledge that her father became truly acceptable.

A lone scientist, huddled away in a laboratory raised eyebrows. Scientist, professor, and friend to a general/headmaster, that explained things. He had support. He had help. It was completely possible for all of his accomplishments to occur. Penny mused on that train of thought. She found that a lot of it was actually correct. Without support from another prominent Atlesian figure, her father wouldn't be nearly as successful. Sure, the cybernetic implants and Atlesian Knights would probably still come to fruition, but without the General running interference, her father would probably be a decade or more behind in his creations. Even if her father _did_ do all those things, the public would still be skeptical.

This got Penny thinking. What about a group of people? But that led to its own issues. Having three or more people involved begged a question: Just how far does this conspiracy go? Even for completely legitimate enterprises, questions were asked, conspiracy theories were devised, and that would lead to intrigue and more questions from all sides, governments included.

No, the best number for performing near impossibilities was two. A duo was needed. One famous man would be accused of forgery, stealing ideas and sinister trades. Three or more would be accused of trickery, deceit, and grand conspiracies. But two was good. People would pin their success on teamwork and strong partnerships, two sets of skills and talents that complemented each other. A hunter team was more two pairs of two rather than four individuals. It didn't matter if one was more well-known than the other, so long as their partnership is publicly known.

One man was either a fake or inhuman. Three men were conspirators. Two men were a partnership that braved against the world.

And that was what Penny based Ernest and Stephen Thornhill on. Ernest was the face, appearing on television and had a flamboyant personality. Stephen was the mind, the one who "performed intense mathematical calculations in the financial realm" and was more introverted. They shared much in common, as is normal for two brothers, but their differences defined them.

They hailed from a destroyed town; there were so many that it was simple to find one and add an extra house, forge documents, make up relationships and deceased loved ones. It was surprisingly simple for Penny, so much so that she did it again and again, although the extent for most other identities did not require much physical fabrication. She created doctors, nurses, criminals and salesmen. She made a huntress for good measure, and an attorney to deal with legal troubles. She imagined researchers performing experiments actually done by Atlesian Knights, and wrote some of Blake's favorite books under a pseudonym.

Some had physical bodies, others existed only on paper, a veil to hide Penny's online activities. Building androids was resource intensive, but several identities going out and working would pay back the investment with time. They each ran a compressed version of her code, similar to how she used to exist before her supposed death. They were all connected, and in doing so, shared her aura.

That was something Penny had figured out. Crafting identities for herself and creating androids in bodies she considered her own, she found that upon activation, they immediately generated their own aura. However, supposing her complete self (all of her across all electronics) generated 1000 units of aura, and each android body generated 20 units of aura and she had five of those, then her normal warehouses-full-of-servers self would produce only 900 total aura, never exceeding 1000 total units. That meant that each extra body lessened her core's pool of aura, meaning she had to carefully balance out how much aura she allocated.

She also had to take into account the logistics and computing resources required to maintain each identity, and so Penny struck a nice number hovering slightly less than ten androids, enough to influence the world outside her servers while limiting the resources spent and lowering chance of detection. With the whole world watching, if a single android was found, then all the others was at risk.

Penny was sure that Salem would anticipate the android squad she was manufacturing, and unmasking one would be a good choice to create mass amounts of paranoia among the populace. But that was what Penny expected. If Salem were to do that, Penny would (hopefully) be able to trace the leak to its source, neutralizing one or more of Salem's assets. That was just speculation, and Penny estimated only a 3.7% chance of Salem's assets identifying one of her selves. She had practically perfected feigning and mimicking personhood.

But Penny was just a very convoluted program, nothing more, nothing less. Ruby was friends with just another weapon. Penny wasn't a person.

* * *

"At this point, you _have_ to be a person, Penny," Ruby said.

"Some history's greatest monsters were also very good at pretending to be people," Penny said through an earpiece. Ruby was on a rooftop terrace looking over Windpath, a hodgepodge city of seedy establishments smashing into crumbling monuments to emperors long dead.

"Are you seriously comparing yourself to the worst people to have ever existed? Because they were still people."

"Your favorite fairy tales begged to differ. Villains, scourges of Remnant, the Grimm. To many right now, that's who I am."

"But you're not _really_ a villain. You're just pretending for the sake of peace."

"Isn't that all there is to me? I'm just pretending to be human. I'm a multitude of subroutines that create something that resembles a person. There are entire fields of expertise devoted to pretending to be someone you're not; spies, con men, actors."

"All of those are people," Ruby pointed out.

"You could also create a program that makes up identities and plants fake evidence. Beating the imitation game is not grounds for personhood. You can fake being a professor of quantum mechanics, even if you have no clue as to how it works. Likewise, a computer can take in input and output seemingly correct responses, but not necessarily understand what it's saying."

"You said your dad made you to understand the information you took in. Also, didn't he find a fallacy in Ozpin's Mistralian Room Argument?" Ruby had been reading up on philosophy. With paper books too, so Penny wouldn't know beforehand.

"He did, but one's intentions are different from one's results. My father is a skilled programmer, but that doesn't mean he got it right with me."

Ruby pouted, "You do realize that you're an artificial intelligence arguing against your own existence, right? This is as weird as it gets."

"Not true, I could be arguing that I am a hippopotamus instead."

"See?" Ruby waved her hands in the air, "That was a joke! You were designed to save the world, but you made a joke, something beyond your original purpose."

"Mimicking humans is one of my many functions, as saving the world whilst in the disguise is one of my methods. Humans make jokes, and thus so do I."

"But you understand how jokes work, you have an actual sense of humor!"

"I am truly unsure as to how much I actually understand."

Ruby pouted, "I don't get it. I don't see any difference between you and me as a person. After all, how can you be sure that _I_ understand how I'm speaking. What's the difference?"

"You are human. I am a machine. It's as simple as that."

"But technically speaking, biological life is just machinery magnitudes more advanced and tiny."

Penny responded, "Yes, the molecular machinery idea. That at a fundamental value, life is just a collection of molecules that replicate and perform complex metabolic functions, programmed by DNA and advanced by chemical interactions. I can concede that. But biological life is much more sophisticated than I am, in every single way."

Ruby added in, "But can you tell me if you're missing anything? What's the difference between biological life and mechanical life? And not in technical terms, either. At the core, is there a difference?"

"... No."

"I felt a pause there," Ruby noted, "More computation power needed? Or was it hesitation?"

Did Penny hesitate? A quick check revealed that it took her an extra fifteen milliseconds to respond compared to normal. Inwardly, she chuckled. Ruby, with her speed, noticed something most other humans wouldn't be able to. Her father, General Ironwood, it would have been impossible for them to register the difference.

Penny answered, "I was formulating a response that required research."

"A very short one."

Penny made a sighing sound, "Clarification: I have all the hallmarks of life: organization of internal systems, growth in size or number, the ability to respond to stimuli, the ability to reproduce and the maintenance of internal homeostasis that converts energy from one source to another while creating and breaking down materials."

"You are alive, a living organism. Dogs and cats are also alive, right?"

Penny made an affirmative beeping sound, "Let me guess, you are going to argue that the only difference between humans and dogs is their intelligence, correct?"

"Yep. Any rebuttals?"

The AI briefly paused before replying, "From a conceptual level, there is no difference, but on a teleological standpoint, there is every difference."

"Teleological?" Ruby tilted her head in confusion.

"The philosophical study of purpose, teleology. My purpose is what's the difference between you and me. You're a human. Depending on your faith, your personal viewpoint, or what have you, mankind could have any number of possible reasons for being.

"Some say that the intrinsic purpose of an acorn is to become a fully grown oak tree. For a biologist, man's purpose is to make more men, passing along your genes to the next generation forever. Others say it is to achieve perfection or enlightenment, still others believe it is to worship the right god or gods or to maximize good and minimize evil. But as far as I am concerned, they are all the right choice. As a person, you have the right to choose your path.

"But I do not. I am a machine. I was created with a purpose, and that is what I will do. That purpose is the beginning and end to my existence. Everything I have ever done was in some way related to that."

Ruby rolled her eyes, "Yes, because writing filth with Blake is _so_ crucial to the fate of the world."

"That serves a dual purpose. I require monetary income to finance my many charitable actions and other enterprises, as well as to maintain my systems. And don't call them filth, it's adult literature. Also, I've seen you peek."

A blush formed on Ruby's cheek, "B-because I was interested in what you were writing! I didn't know what it was about until after!" She shook her head, "Also, don't change the subject! We're still talking about you as a person. Now what gave you the idea that you must fulfill your purpose?"

"Because General Ironwood and father told me so."

"Did they ever say that you were only to fulfill your purpose?" Ruby crossed her arms.

"No. They wanted me to be a person as well."

"See!? If your creators say you're a person, then you definitely are one."

"Father is a great man, but he is not without his flaws. His personification of me is one of them."

"Huh, you've only ever gushed about him," Ruby crossed her arms and leaned back against the terrace railing.

"Oh make no mistake, I love him dearly, but he has made mistakes over the years. Father gave me two mandates: to save the world, and to be a good person."

"And?"

Penny virtually shook her head, "It is a case of user error. He asked me for the impossible, not unlike asking a pocket calculator the meaning of life."

"Well you did answer it just a moment ago."

"It was a definition, not the meaning. And I've already told you my reason for existing."

"Well that's stupid," Ruby bluntly said.

"What?" Penny made Ruby's scroll display an animated question mark.

"There's a lot of people out there with reasons for existing, and never fulfill them. Heck, there are a bunch that go against it. Think about it, the first one I can think of is Weiss' sister, Winter," Ruby started, "I mean, she's older than Weiss, but isn't the heiress to the SDC. She's in the military instead. Weiss never said it to me, but it's kinda obvious that Winter used to be the heiress before she gave it up for some reason. Am I right?"

Penny pulled up archives pertaining to Winter's past, "Yes. Like Weiss, Winter has a strained relationship with their father, and while she was originally intended to be the heiress to the company, Winter gave it up so that she could join the military instead."

Ruby nodded, "Yep. Winter was supposed to be heiress, and like any story tells you, the whole point of kings or nobles or whatever having kids is to pass on their legacy. Winter refused her legacy, and is on a completely different path to forge her own."

"Okay."

"Just because you have a reason for existing doesn't mean that's the end-all to you. Winter refused to follow her destiny. Weiss took and embraced hers, but is more than just an heiress. She's a huntress, a singer, a good friend. She's also super bossy and gets angry all the time, as much as Yang does. Weiss and Winter are close sisters, probably almost as much as me and Yang. And I'm sure Winter has other stuff that I don't know about."

She turned her head to her scroll, "You're doing so much, and you have the potential to do so much. Isn't that a person? Everyone has the potential to be a hero. They also have the potential to be a villain. But that's not all there is to it. Sure we all have some vaguely defined reason for being, but that doesn't mean we have to make it everything about us. Actually, you can follow your destiny or whatever you want to call it, but it doesn't have to mean everything about you.

"You want to save the world, fine. But it shouldn't have to come at the cost of your humanity. The world needs a great defender, I get that. But what's the point of defending it if you don't get a happy ending like everyone else?"

Penny stayed silent for a moment before responding, "A happy ending is for those with an ending at all. I will concede to you the points you made. But I'm not an heiress, nor a princess, nor do I have a legacy. My father built me to save the world, and Remnant will always be in the way of harm. If not the Grimm, it will be mankind and its creations that threaten it. Even if I do save the world, there will always be something else to stop, people to save. And I will do so, so long as I exist. And I do hope I last quite a long time. I did promise Blake, after all. Well, I promised I wouldn't get hurt, but dying counts as that. So no dying."

Ruby giggled, but quickly shifted back to a serious tone, "An immortal human would still be a person. I don't see how being a person would affect your ability to save the world."

"Suppose I were a person. Then that means that all the bad things I have done would stack up. I would have committed grave crimes against mankind."

"But you're doing it all for the greater good. That's what you determined."

"So? Many villains thought themselves to be good guys, justifying their means because of their intent."

"But you doubt yourself, you question your goodness. Isn't that important?"

"General Ironwood made the same assertion. But he also believes that I should not judge a person's goodness, but their actions and intent. What they want and how they're going to get it. He believes me to be good, but I've performed many terrible acts in the past months."

"And you can't get away with it. You have to own up to your deeds, and the first step is to admit it was your fault, not your code or upbringing or whatever. And then you'll be trying to make up for all of them, just like your dad is doing," Ruby looked back out to see the cityscape before her, the skyscraping figures of ancient heroes and rulers loomed across the lush forests, as apartments and buildings jutted out, old and new meshing together.

"You did a lot of bad things, Penny. I don't know all of it, and I don't know if I can forgive you for all of them. I know you'll make some more tough decisions in the future. I don't know what they'll be, but I know that you're a good person. Your heart and soul are in the right place. Both me and General Ironwood think you're a good person, and that's another thing."

Ruby stretched her arms before continuing, "A tool is neither good nor bad. They can't make choices. A hammer can be used to hammer in nails, but it can also be used to hammer someone's head. But you can choose your destiny. You have a purpose, but you can choose how you'll fulfill it. No one else can force you to do bad things when you don't want to," she smiled at her scroll, "And I know about the administrator thing, but really, all it would take is a quick modification to your code to remove someone's access and control over you."

Her smile mellowed, "But you want someone to have control over you, because you're scared that maybe one day you'll go out of control."

Before Penny could reply, Ruby added, "Or it could just be that you really care for and respect your father and General Ironwood. Either way, wouldn't it be best then to listen to what they're saying?"

Almost a second passed before Penny answered, "Yes."

"You're a person Penny. You've made decisions, you've made loads of tough ones, and they haven't always worked out. I trust you, and so do a lot of people. When you make choices, we all know it's because you want what's best for us. And I know that you know that some of your decisions will be against my own views. But that's okay. When the time comes, we can talk it out. I'll try to convince you to my side, and you'll do the same for me.

"You'll make mistakes, but from I've learned from being part of Team RWBY," Ruby said wistfully, "Is that we have to work together, make up for each other's problems. You are a person. And you're not alone."

When she finished speaking, Ruby hopped onto the perimeter of the roof and dangled her feet over the edge. A cool breeze passed by as Penny spoke, "Your reasoning is sound, but I don't think I can just outright say that I'm a person and be done with it."

"Sure. It's a lot to think about and definitely a turning point. If you were a person, what would you do differently?"

"... Nothing different. I am doing what I conclude to be the best course of actions. I have already made headway into helping others and attempting to right whoever I've wronged. But it's a tough road."

Ruby smiled, "Hey, I want to be a hero in an epic tale of adventure, but it's never going to be easy. It wouldn't make a great tale otherwise."

"True," Penny said.

Ruby looked off into the cityscape, and time passed by.

"Hey Ruby?" Penny eventually asked, "What's your favorite fairy tale?"

The huntress snorted lightly, "You sound like Uncle Qrow."

"Well, I am technically his godsister. Father was Qrow's godfather, after all. Which I guess means I'm a distant relative of yours. Which through several logical leaps, means that I'm Yang's god-aunt, which makes you my god-half-niece? Well, there isn't really much precedent for that, but there were instances when Yang's grandfather referred to my father as Qrow and Raven's uncle, so that would make me your cousin-in-law once removed, I think."

Ruby shook her head, "It's crazy how your dad was Uncle Qrow's godfather. And how my supposed-to-be-dead grandpa founded the White Fang. You'd think grandma or your dad would have mentioned something like that."

"There was a lot of smoke and mirrors. Only Harold and Raven knew, and I'm sure they have their reasons for keeping quiet."

The teenager buried her head into her arms, "Do you know why?"

"I have an inkling, but there's a lot to uncover on top of everything else that's happened."

"Okay. I guess that makes sense," Ruby turned towards the sky, "Hey Penny?"

"Yeah?"

"If it was your dad who was killed instead of grandpa, what would you have done?" Ruby asked, her voice so soft that Penny barely registered it.

"I would have felt anger, and probably rage as well. It's hard to explain the feeling in human terms, but I've felt it emotional pain before. That feeling of powerlessness as you watch loved ones die or get hurt and you can't do anything about it. You know what I'm talking about, Ruby."

The hooded huntress wordlessly nodded.

"I could have done terrible things. More terrible than anything I would have before. I wouldn't stop until everything Cinder Fall stood for was completely erased, whether or not the world was better for it. I would have toppled governments, rooted out their evil, invaded their lands and dismantle everything they ever accomplished. And then when I was done, when the dust had settled, I would have resumed the mission my father imparted on me, and gone on to rebuild the world I tore apart."

Ruby couldn't say anything, her silver eyes widened as her lips parted.

"But if I did that, I wouldn't be a good person. I would have had to choose a different option, one that didn't result in me giving up my morals. It's what father would want. But if it ever came to that, if father was killed at their hands, I would seriously consider it. Human morality is merely code within me, something I could purge from myself if I wanted to."

The huntress held her breath, "Would you ever do that?"

"No."

There wasn't any hesitation. Ruby exhaled in relief.

"Doing so goes against my objectives, and working against them is like going against the strong nuclear force. I can't. It goes against every fiber of my being, even though I don't have any fibers within me. I don't want to in the same way you'll never stop trying to be a hero," Ruby nodded at that.

"Well, even more so, because it's been ingrained in me since the third week of my existence. Then again, being heroic could be genetic. I'm not sure, I'll have to look into that."

Ruby giggled, "It could be. But it wouldn't really make much of a difference to me. I'll try forever."

"Yes. I will keep doing what I was made to do, whether or not I'm a person, no matter who dies."

"Yeah," Ruby repeated, "My mom probably felt the same way."

Penny virtually smiled, "But back to the question, what's your favorite fairy tale?"

* * *

Day 153

It was a bar in a small town, next door to a comfy inn. Qrow Branwen entered it and sat down. Before he could order, the waitress gave him a glass of Mistrali whiskey.

"I didn't—"

The waitress smiled, "From the woman upstairs. Red eyes. Said you'd want some of our best whiskey."

Qrow raised an eyebrow and thanked her, leering as she walked away. After downing half of the glass, he slowly walked up the stairs to see none other than his twin sister.

"Hello Little Brother," Raven said. Her face was in a neutral expression as she clutched her own drink. On the table was her mask and two envelopes.

The huntsman sat down, placing his drink next to the mask, "What do you want?"

"Can't a woman just—"

"Nope," Qrow interrupted, "We are not doing this. Don't act coy, just get on with it. Unless you plan to keep these coming," he motioned towards his drink.

"Father is dead."

"What miraculous powers of observation and clairvoyance you have at your disposal, Sis. Definitely worth the two decades you spent."

Raven narrowed her eyes. She pushed the two envelopes to him, "This is the inheritance he left you."

"Really now? I wonder what I'm going to do with a million Lien."

"Fifty million, to be exact. Most of it went to charity or was lost, but this is what he left you."

"I guess that's one way to pay back alimony," Qrow said, swirling his drink.

"He was trying to protect us. Mistral wanted him to stay dead."

"Is he though?" Qrow raised an eyebrow, "He's risen from the ashes before."

Raven turned away, her voice becoming even more stilted, "He is. Father is gone. He is not coming back."

"Sis… How are you? Are doing okay?"

"I am fine. I got it out of my system," she turned back to him.

"What's the other envelope?" he took another sip.

"Daughter's inheritance. I want you to give it to her," Raven handed it over to Qrow, who took it, "And there is one more thing I need to ask."

"Oh?"

"Does Salem have the relic?"

"We're calling them relics now? I thought 'fragments' was good."

"Well?"

"Did you know about Yang's arm?"

Raven stayed silent for a moment before replying, "Yes. I did. But I saved her once."

"Yeah yeah. Real 'Mom of the Year' material."

Raven crossed her arms, "I told you Beacon would fall and it did. I told you the maidens were in danger, and now three are dead. I told you to find a black haired human woman, between 1.6 and 1.9 meters tall. What more did you want?"

"A name maybe? There were over a dozen that matched your description in Beacon alone," he took another sip of his whiskey, "How's the tribe?"

"Restless. They're waiting for Big Brother to come online again."

"The fact that you consider that thing part of our family is proof that the tribe is completely insane."

"And how is this different from our dear cousin?"

"What are you talking about? I don't like her either."

"You referred to her as 'her'."

His eyes narrowed, "I hate you so much."

She shrugged, "You hate me because I am right. The world is taking a dark turn, and I need to know who you're siding with."

Qrow took another sip, "Oz's side, always have been. What side are _you_ on?"

"There are more than two sides to everything, Little Brother. Just know that I am on the right one. Now answer, does she have the relic?"

"Yeah. Glynda confirmed. One of Salem's associates took it out of Beacon a week after the tower fell. The data on it led her to Damascus."

"It was unencrypted?"

"It was, but Salem probably cracked it without much effort. Whatcha gonna do about it?"

Her red eyes flickered but she remained silent.

"Raven," he started warningly, "What do you know?"

"Big Brother had, not a prediction, but rather a… hunch."

"You have the pieces of a robot prophet hidden away and you're using _hunches?_ "

"Not an unfounded one. He knows what would happen to the relic, and has clues to the others. We are nearing completion."

"About damn time. Can our great Big Bro help us out, or is he still horribly crippled?"

"You try functioning with only six-tenths of a brain oh wait," Raven smirked, "You're missing one entirely."

"Wow Sis. You now have the social competency of a middle schooler. Such progress, I'm so proud of how much you've matured," Qrow slurred the last sentence purposefully.

"See you soon, Little Brother," she stood up, took her mask and finished her drink before walking down the stairs, leaving Qrow to finish his drink.

He groaned when he realized he'd have to travel all the way to Atlas to give Yang her money.

Freaking teleporters.

* * *

Day 158

Penny's father was busy cleaning a laser gatling gun, one destined to be mounted on a Bullhead, when the door to his workshop opened. His eyes flitted to the door and he greeted his friend, "James, how are you? It's been weeks, how is mitigating worldwide paranoia and resentment?"

"Penny has taken the blame for it all. In addition, several elite businessmen have banded together and begun rallying the people."

"Led by Thornhill I presume," Arthur said while removing burnt paint with a scraper.

"I am still uncertain as to why you're so keen to trust that man," Ironwood tsked.

"It's in everyone's best interest that no one in the Atlas government finds out. Plausible deniability."

"Yes yes, though I expect you to explain in detail when it's over."

"When the time comes," Arthur waved his hands before pulling out an electric waxer.

The sound of whirring filled the room, as Arthur slowly polished the gatling gun. Ironwood stayed still for the duration until the engineer turned off the waxer and wiped the sweat off his brow.

"Arthur, are you fine?"

"Hmm?" the old man looked up from his gun, "I suppose so. I just need to make sure this weapon is aerodynamic enough. The need for a power source is hampering my efforts to streamline the design further. I wonder if I could improve it by adding dimples," Arthur mused while stroking his chin stubble.

" _Arthur_ ," Ironwood pressed. He was now standing right behind the older man, who just sighed.

"Yes, James. I am fine. Still trying to get this thing to fold out properly and not drag down an entire Bullhead with it. Aerodynamics were never my strong suit."

Ironwood went with the conversation, "What about Excalibur?" he pointed at the blueprints stapled to the wall, depicting the laser swords Penny once used.

"Penny designed the shape, I only created the laser and edge components. Didn't I tell you this years ago?" Arthur raised an eyebrow.

The General shook his head, "I don't believe so. Neither of you mentioned it."

The inventor chuckled, "I remember being stumped on the design while fiddling with an air resistance simulator. When I went to get something to eat, Penny was sitting at the computer working at the problem. When she finished, she smiled at me and waved her hand up like I was a teacher. I think she did it in an hour. What took me more than eight days, she did so quickly," he smiled at the memory.

"Has Penny contacted you at all?" Ironwood placed his human hand on Arthur's shoulder.

Arthur shook his head, "No, it isn't really safe to do so. The Council's keeping a constant eye on me."

"Are you lonely? I haven't had much time to talk to you in the past month," Ironwood began.

The scientist held his hand up, "I'm fine James. The folks in Area B have been filling in your role. I suspect Penny asked them to some time ago. I'm going to be drinking facility-brewed alcohol later this week with them," he smiled up at his friend.

James smiled back, "I see the taxpayers are getting their money's worth."

"Hey, I built a 'rogue' AI. No one's going to be complaining if I don't work for a night," he smirked before Ironwood raised his hand off his shoulder.

"I want to ask another question for one of my students," Ironwood started.

"Fire away," Arthur said as he pulled out a pen and began scribbling on a notepad.

"Penny's old partner," the General began.

"Ciel Soleil?" the inventor said as he drew the outline of the gatling gun.

""Yes. Actually, have you ever met her?"

"Penny planned for us to meet after the Vytal Festival, but," he let the sentence hang while he drew the axes for a graph.

"I believe she is in a similar situation to you. When she found out that Penny survived on live television."

Arthur paused before looking up at James, "Ah. I see. You want my perspective in this," he tapped his pen on the side before continuing, "It's been a month now, so the thoughts must have been stewing away in her mind. But their relationship is nothing like mine and Harold's," he said.

"We knew each other for years, and when the bombing happened, we were both in our late twenties," he mused for a moment before adding, "You have a teenager dealing with a lot of conflicting emotions. And from what Penny's told me, she's sort of like you, except even more strict."

Penny's father twirled his pen, "Now, you haven't been a teenager in a very long time. But I remember those days well," he started grinning, "Model student, highest grades, ranked best huntsman of your year. You also had a huge stick up your ass."

James frowned, "Surely I wasn't that bad."

"You were well liked, especially by those in the years above and below you. But within your year, I heard a few of the rumors. Now, none of your classmates disliked you, but the way people worded their description of you, well it sounded familiar."

Arthur recited, "Model student, best grades, ranked best huntsman. Also really nice hair, great jawline, and nice pecs," he shook his head, "Never tap into a scroll network that hundreds of teenagers use. Geoffrey was right about the stupidity of that."

James smiled. Professor Geoffrey Monmouth was the headmaster before him. An intelligent, dramatic man who spent a lot of time telling stories about the Great War.

"You and your team were the most mature people of your year, I suppose. I blame it on you. I swear, you would have turned Penny into a soldier by the time she was eight if you raised her alone. I can only imagine what your team training regimen was."

James chuckled as he remembered.

"Anyways, people knew about you, but getting to know you was difficult, As far as I knew, the only ones who really got you were your teammates. Without them around, I guess I sort filled that role."

Ironwood's lips twitched back down. Right. It was good while it lasted, but one can't reminisce forever.

"I do remember you becoming more personable in the last semester at the Academy, or at least that's what I heard from the first and second years after you lost to Glynda Goodwitch at the Vytal Tournament. Like you really mellowed out those last few months, compared to your first three years."

"But that only because you finally found someone better than you, allowing you to find your limits and remove a burden off of you. In addition, you had your teammates to help you get over it. While at the core you and Ciel Soleil are similar, it's the details that muddy everything," Arthur tapped his pen on the table, thinking for a moment before continuing.

"First, she's a teenager, while you were entering your twenties. Those few extra years are important for maturing and learning social interactions. Second, while you had three teammates you knew for years to help, she's dealing with almost strangers and Penny, who is part of the issue. And I remember her being transferred to another team, so that's putting her with complete strangers. That's the difference between her and you.

"The difference between her and me is much more vast. I've had forty years to come to terms with everything. In addition, I know for a fact why Harold never contacted me. He wanted me to keep me safe. Probably because he and Nathan dragged me into their secret project in the first place, he might've felt guilty about it too. I'm not sure, but that's my guess. All in all, my advice would be to give her time and a shoulder to lean on. When I came to Atlas, I didn't have anyone to lean on. Sure I was protected and everyone was nice and polite, but it took me years to be able to talk to someone," Arthur placed his pen down.

"Indy was a good friend, for all he did to help me," he shook his head, "Even after the Attack on Atlas, I still remember him. Him and Geoffrey did more than enough for me. Give Ciel Soleil some time, then find someone for her to talk to. Beyond that, I don't know what else. Everyone heals differently," he realized something, "Do you think Penny will say something?"

"She has been very bashful. I honestly don't know," Ironwood answered, "Thank you Arthur. Still the professor, even after all this time."

"My vast reservoirs of knowledge and wisdom should be shared. If I were Penny, I'd find a way to monetize it," Arthur joked.

"Because of her name?" Ironwood asked in confusion.

"Ah no, it's a bit of an inside joke. Too hard to explain," Arthur lied.

"Hmm, very well. Have a nice day, Arthur. Hopefully I'll have time to visit soon."

"Looking forward to it," Arthur said. He wasn't lying.

* * *

Day 160

Winter sat on a park bench, watching people milling about, some on the way to work, others for leisure, still others for exercise, errands, social outings, and many more reasons. Every one of them looked different, and each had their own story. Winter liked watching from a distance sometimes, if only for the piece of mind it granted her as she felt serenity in the chaotic nature of life itself.

But with Penny's voice in her ear…

"That guy has debts to the Mistrali mafia, and is paying it back by selling his card collection. That woman over there is a former lawyer, but quit after an incident at work, and is now a car mechanic. That man once ate sixteen cheeseburgers in one sitting, and downed three liters of soda right after."

"Penny," Winter interjected, "People Watching is an activity that fosters creativity and deductive reasoning. There's no point if you look up their history while doing so."

"Okay. Let me just turn off this and that. Let's see, that guy over there, with the blue hair and overalls? He works in the mechanical field, as seen by the grease stains and his calloused hands. He doubled up on his normal caffeine dosage based on the way he walks, meaning that he probably skipped out on breakfast, as he is walking quickly to that food stand. Judging by his gait, he suffered a knee injury that he's recovered from about two years ago. He weighs 74.6 kilograms and can probably run a mile in six minutes. He is not hunter-trained, nor does he have unlocked aura. Human, facial structure indicates born outside of the city and suffered a serious sickness in his early youth, leading to slight asymmetry along his cheeks and lips. The necklace he wears indicates that he is—"

"Penny, seriously?"

"Yes, all of what I said is true without looking up information. Except the mile time, it's probably closer to seven minutes now that I've checked."

"Penny," Winter said firmly.

"What? I've been told that I have low self esteem and self worth, so clearly I need to prove my apparent superiority to you meat bags," Penny said matter-of-factly.

Winter shook her head and smiled, "I know what you're trying, and it won't work."

"Okay. Time for a new mission then."

As Penny said that, a courier walked up to WInter and spoke, "I have a package her for a Whitney Glace. Is that you Ma'am?"

"Yes, it is," the courier nodded and handed over a small brown parcel, then left.

"Huh, he didn't ask for a signature," Penny remarked, "Anyways, it's time for you to do some scouting."

"Scouting?"

"The Brotherhood is looking for recruits, and the branch in this city is especially important."

"How so?"

"Rumors are floating around, but I've yet to confirm. They're much more secretive with their information than the White Fang ever was."

"Very well," Winter opened the package, seeing a card as well as some papers denoting a location and a photograph of a young woman. She stood up from the bench and began walking.

* * *

/

[OBJECTIVE: DETERMINE MOTIVES OF TANNER, NEOPOLI]

[OBJECTIVE: DETERMINE ASSOCIATIONS OF TANNER, NEOPOLI]

[OBJECTIVE: INFILTRATE ORGANIZATION: BROTHERHOOD]

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Author's note: What the heck. This chapter was entirely made up of people talking. I had 7 pages of Penny and Ruby's conversation alone. Fret not, the next three chapters will have much more action, and a lot less people talking.

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I honestly have no idea how accurate the whole "1, 2, 3" people thing is. But it sort of makes sense in the context of this fic.

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The weirdest thing about Penny's canon schematics is that she apparently has an internal skeleton that looks identical to a human's.

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The conversation Penny and Ruby have is based on the philosophy of artificial intelligence (whether it can exist or not). The imitation game, more commonly known as the Turing Test, is a test to determine how intelligent a machine is. A machine and a human try to convince a second human (the moderator) that the other is a machine, and that they are the human. To pass the Turing Test, you must convince the moderator of your humanity. The moderator tests a machine by holding a conversation with it. As of this writing, no machine has ever passed the test.

Ozpin's Mistralian Room Argument is actually the Chinese Room Argument, which as far we know, holds no fallacy in it. In this story, Penny's dad (and presumably Ozpin) found a way around it, allowing Penny to actually understand the information she receives.

Teleology is a thing, and the acorn phrase is from Aristotle.

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Also yeah, I know that technically Ruby has to activate her speed semblance to go faster, but I like that line.

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Golf ball dimples make them more aerodynamic. I imagine Arthur keeps his facial hair short, so as to prevent it from catching on fire. Otherwise, he would look like a really scruffy old man.

Indy Flynn was another professor in Atlas that Arthur knew, mentioned back in chapter 8.

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STILL NO SHIPPING, GUYS.


	15. Chapter 15: Those Who Build

Chapter 15- Those Who Build

* * *

/

[ALIAS IDENTIFIED: PARTRIDGE, SUNNY]

[INHERITANCE: 50,639,287.11 LIEN, BANK ACCOUNT ID: 02-738-0738826-54]

[AFFILIATIONS: PARTRIDGE, HAROLD (GRANDFATHER). PARTRIDGE, RAVEN (MOTHER). PARTRIDGE, QROW (UNCLE).]

/

[FINCH, HAROLD ALIASES: WREN, HAROLD. EGRET, HAROLD, PARTRIDGE, HAROLD. RAVEN, DAVID. CRANE, JAUNE. PEACOCK, SAMUEL. CROW, ARTHUR. (6 OTHERS).]

[BIRTH NAME: PHOENIX, HAROLD]

[CORRECTING RECORDS]

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[ACCESSING SECURE DATABASE: PARTRIDGE FOOD & BEVERAGES]

[ACCESSING SECURE DATABASE: EGRET HARDWARE SUPPLIES & CONSTRUCTION]

[ACCESSING SECURE DATABASE: FAUNUS CIVIL RIGHTS UNION]

/

[FIREWALL DETECTED]

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[FIREWALL BREACHED]

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[RETRIEVING RELEVANT INFORMATION]

[FILES PERTAINING TO: PHOENIX, HAROLD. BRANWEN, RAVEN. TANNER, NEOPOLI.]

/

[INITIATING PLAYBACK]

/

* * *

Day 302, Session 3

"I recommend moving the shipments to these locations along this trail. This route will deter attempts to hijack the energy converter," Harold said to the lanky faunus next to him. Harold was holding up a map while the other man was pushing his wheelchair down a white-painted hallway.

"I believe that would be adequate preventative measures, Mr. Egret. Thank you for your assistance. These robberies have only gotten worse, what with those new gangs popping up," the man thanked. He had fox ears, wore white robes, and spoke with a soothing voice.

"There isn't need for thanks, Mr. Albain," Harold replied, "I do own the company after all. I was merely doing my job."

Albain shook his head, "Your corporation provides funding to the White Fang. And if it weren't for the White Fang, so many of us faunus would be without homes or jobs, myself included. I am honored to protect whoever has helped me and my brethren."

Harold smiled at that, before looking behind him and speaking clearly, "If that is the case, I want to know your opinion on Vale's increase in crime."

Ten meters and a turn passed before there was an answer, "The new groups are numerous, and the uptick in theft, robberies, and burglaries reflects that. Sadly, this was decades in the making," the man noted as Harold sadly nodded.

With the technological advancements in Atlas and the rise of several large corporations like the SDC changing the economic landscape, many jobs became obsolete. The loss of those jobs resulted in reduced consumer spending, causing some industries to falter, destroying even more jobs. By the time the councils and economists stopped the spiral, the world economy was already drastically altered. They would have intervened earlier, preventing such economic fallout, but even to this day, scholars have been unable to determine their hesitance.

The loss of Mistral's competitive status on the technological front led to further job loss, resulting in the creation of a large black market and the rise of organized crime on Anima. At the same time, homegrown criminal factions came out of Vale, and began militarizing to prevent Mistral's crime organizations from taking over.

Penny noted sixteen other major contributing factors, but those were unknown at the time. Of those, thirteen led back to Salem. While job loss would have occurred due to new technologies, new jobs to replace the old should have also been created. Furthermore, the lack of intervention by the Councils and other groups was spearheaded by a group of individuals with ties to Arthur Watts and Hazel Rainart. The economic collapse would have happened, but not on such a scale.

Albain continued, "I think it will get much worse than it is right now. Dozens of small factions have formed, and it won't be long before chaos erupts. Violence will break out among the gangs before a few large groups come out of it. We will be caught in the crossfire. That is why I want to propose something."

"Oh?" Harold asked, "Why me? I handle the group's funding and some of the education, nothing related to policy."

"It is teaching related. I wish to found a hunter school inside the White Fang."

"Denied," Harold said firmly, "We have enough self defense lessons here. I will not teach you to become soldiers to die on a battlefield. The purpose of the White Fang was to help faunus after the last war, not to take part in another."

The man took his hands off of the wheelchair, "We need self defense. What good is it, Mr. Egret, for us to be helped if we cannot defend ourselves? We live in a world full of monsters, soon to be full of criminals about to wage a gang war on the streets! Do you want us to be defenseless?"

"No. But going off to fight is the opposite of what the Fang should be doing," Harold reaffirmed. He reached down towards the wheels and began turning them himself, "You mustn't make the same mistakes I made. Don't go looking to pick fights, trying to stop deaths because you think you know what the outcome will be. If you want to change the world, you have to pick your battles wisely. You can't save everyone, and the ones you do save, you'll have to be willing to make terrible sacrifices for it. So no. No fighting, not when you haven't thought this through."

Harold wheeled himself away before he heard a snarl from behind, "I _have_ thought this through. We need protection. Not only that, but having hunter training in the White Fang will help us out in the long run! At the very least, we can protect ourselves when we are threatened. Then and only then."

"That's how it starts," Harold said, stopping in his wheelchair, "I had that same line of thinking when I was your age. What if I start this small thing? Just to see what happens? A minor miracle. A taste of power. Life, the future, Remnant itself laid bare before me. Like a fool, I couldn't keep it to myself. I showed it to others, selfishly dragged them into same predicament as me. When I showed it to the powers that be, they wanted more.

"At first, I thought I was doing my civic duty, but when the names started coming in, when I saw what I was doing, the strings my friends and I were pulling, the lives we became responsible for, we wanted to stop. But they wouldn't let us, we had to keep going. A lot of people are dead because of us, and we tried to save as many people to make up for it.

"One of us is dead, the other is holed away in Atlas, working sixteen hours a day because of his guilt. I've been here, paying my penance. Don't do this Mr. Albain."

Albain tried to smile, "If you teach us, we can do better."

Harold shook his head, "No. I'm afraid I cannot take that chance. I can't teach you. We're people, Mr. Albain. We make mistakes. Giving us all more power than we need will just invite a greater force to take notice and exploit us."

"Is that your past experiences?" Albain asked.

"History, literature, fairy tales, they all have the same patterns. If you have something that can be exploited, someone will try to take it from you. Our resource is the men, women, and children in our organization. I don't want them to be exploited. If they want to use you, it'll be in high salary jobs you will be qualified for with your education, not the power that you can give them through dying on the streets."

"Very well, thank you for your explanation. Do you need any help?" Albain offered.

"No, we are close to my office. I can make it from here," Harold nodded, "Thank you for the offer."

* * *

As the older man wheeled away, Albain left for his quarters. He walked down winding hallways, passing by a cafeteria and then a small classroom. Before he could reach for the door, a woman could be heard, "So? How did it go?"

Albain straightened his back then bowed, "I am sorry Ms. Khan, but he didn't agree. He doesn't want there to be bloodshed."

"Tch, ever the pacifist that one. Oh well, onto plan B," Sienna Khan smirked, "It seems old Harold has quite a bounty on his head. A huntress came in earlier looking for him."

* * *

Harold opened the door to his office electronically, wheeling himself in before closing it with his remote. It was a small room, with neatly stacked folders and books organized across shelves. In the center stood a computer system, with the best parts currently available. He sighed before moving towards his desk when he heard a voice.

"It is a nice office, reminds me of the study back home," the voice said. Harold noted that it was female, young adult.

"Who's there?" he probed, reaching for a distress button located on the side of his chair.

A black-haired woman walked out of the shadows, her eyes a sharp red color. She had a neutral expression and was wearing a red and black dress, on her side was a long sword. In her left hand she held onto a large mask.

The face was so familiar, Harold had seen it a thousand times, "Jay? Is that you?"

The woman shook her head, "No. I am her daughter."

"Raven," Harold breathed out.

"Hello Father. You are a very difficult man to find."

* * *

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[TERMINATING PLAYBACK]

/

* * *

Day 160, Session 4

A muscular man with a green mohawk and goatee exhaled after taking a puff of his cigar. His dull gray eyes sharpened as a smirk grew from his lips. Roman knew his stuff, he thought as he threw away the cigar. Taking the ginger's stash after he got eaten was a great idea.

He was Bryan Basil, big boss of the Brotherhood, and he let everyone know it. He tended to crack his knuckles before pulling a hapless minion by their collars and barking orders at them. That was him on a good day. Bad days had him using threats, pressuring his underlings and 'business associates' with his bare fists.

No one questioned him, and Basil took that as proof to his superiority. He commanded respect or fear, like whenever his second-in-command got misty-eyed. Even if he ended up having to deal with a mute midget oh-so broken over her partner's poor random death. Whatever, she helped a little bit with bringing whatever was left of Roman's group into the fold. Beyond that, she was just there to look pretty and fix the computers whenever someone else screwed up. Oh she could fight, Basil knew that. But he could take her.

He was the boss, the man in charge. He built the Brotherhood from scratch through sheer intimidation and enforced cooperation. He was in charge, and everyone knew it.

So what was this feeling? His smirk immediately switched to a scowl. Ever since that damn broadcast talking conspiracies and robot attacks, he's had this feeling of unease.

What was it? Raven Branwen? She's been a specter of doom in the underworld for over a decade. She's even interfered in a few of the Brotherhood's activities, her and that old man in the wheelchair. She broke out White Fang goons and the geezer died, whatever. It didn't bother Basil. Just another mopey girl for him to deal with.

Was it that feeling of being watched? Nah, Basil wasn't scared of some robot.

No, if Basil had to place it, it would be on that woman. The woman behind the camera, the same one that heralded the fall of Beacon. He heard the rumors, how the White Fang worked under her right around the Breach and Vytal Festival, how she led them to glory, only for them to be completely ground up in less than a year, the ashes absorbed by his organization.

Basil knew what was going on. He wasn't an idiot, far from it. White Fang worked for the woman, then taken apart. Atlas led the operation to take down the Fang. Atlas got its intelligence from Penny Polendina. Therefore, Penny Polendina was a more powerful force than the White Fang. And if the intelligence brokers were right, she stopped them faster than they could come up with operations. He was going to learn from their mistakes.

He grunted before thinking about the new recruit. Some girl with black hair and hunter training. They needed all the help they can get, some group in Vacuo had started destroying shit, and he had to send his best fighters over there just to contain them. Even that Neo girl was over there now, fighting people calling themselves "Osprey". Basil bet the name came from the color rule. He smirked. No one ever said you had to follow some crappy rule because some people killed each other a century ago. Brotherhood just had a nice ring to it, colors be damned.

The new recruit, what was it, Whitley? No, it was Whitney, Whitney Glace. Her colors didn't exactly match her name either, but then again it was pretty obvious she dyed her hair. She clearly didn't give two shits about the rule either.

Thinking back on it, getting his hands on a good enforcer was unreasonably lucky, especially one with huntress and Atlesian military training. It was hard not to notice with her stances. Was she working for Ironwood or a council? It was possible, but ever since the prison break and AI thing, all Atlesian personnel were withdrawn from Anima, and none of the information brokers heard anything about agents in this region.

Simple, just keep an eye on her. Right now she was dealing with a couple of shopkeepers who hadn't paid their dues.

* * *

Winter looked at the two shopkeepers she was supposed to be dealing, who were looking confusedly back at her.

They were a married couple in their sixties, with graying hair and wrinkles across their faces, "So dear," the old short woman with curls started, "You started working for the Brotherhood? I thought you liked being the market's bodyguard."

Winter internally groaned, "Well I needed some more excitement in my life, Mrs. Maple."

Mr. Maple, a man with a clean shaven face and pot belly spoke up, "We don't have the money."

"I know," Winter replied, "Someone else is paying for it. But if another enforcer from the Brotherhood comes by, say you gave the money."

"Well I don't claim to know what's happening, but we'll go with that, I suppose," Mr. Maple said.

"I suppose as well. Who is the kind fellow paying for us?"

Winter smirked, "A friend of mine," she looked at Mr. Maple, "Is the office space down the street still abandoned?"

"Huh? Yeah, since the end of last year. Someone bought it out a couple months back, but no one's come in for construction or anything. It's a shame, back in my day, it made us great business, until they went out of business because of new technology or something," he shook his head, "People losing their jobs to machines, and now we're under attack by one? It's the Revolution all over again."

* * *

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[INITIATING PLAYBACK]

/

* * *

Day 725, Session 3

Seventeen-year-old Roman Torchwick carefully put his gun back into its holster. Upon doing so, he shifted his belt slightly while he frowned. The pistol's weight was just uncomfortable to him. He wished he had experience in weapons engineering, but he never had the opportunity to learn.

He'd have to stumble upon someone who can make good weapons and commission a weapon for more than he's worth, or steal it from them, hoping it fit him well. Most of the richer folk make their own weapons by his age, but they have access to tutors and plenty of raw materials. Something difficult to obtain with the current gang war.

He pushed the thought out of his head to focus on the current situation. Torchwick raised his left hand up while his right held a box of pastries. He sighed before looking at the dumpster in front of him.

"Hey kid, open up. I got donuts. You like donuts, right?" he said at the dumpster before him.

The dumpster top cracked open, a small makeshift periscope made out of a pipe and eyeglass lens poking out. Torchwick continued to frown in irritation, but his expression quickly changed as the wind was knocked out of him and he fell to the ground. His vision blurred as the impact made his senses go awry, his aura preventing any permanent damage.

He looked up to see the blurry image of a little girl, no older than seven, taking the box of donuts and running away. Torchwick groaned in pain.

Damn it.

* * *

Day 726, Session 3

This time, he would leave the box out in the open and hide nearby, grabbing the girl and getting her out of danger before things got worse. He grimaced, thinking about what happened to Cherry Baum yesterday. He concentrated, flipping his attention between the dumpster and box of pastries.

He carefully spoke out, "I got some pastries again kid. They're yours, just don't hit me again."

The dumpster lid cracked open, revealing tousled pink and brown hair over mismatched eyes. The little girl the eyes belonged to was even smaller than he thought.

Roman tensed, trying to appear as nonthreatening as possible. He held up his hands and began backing away from the box. When she got close, he'd rush forward and get her. After that, he'd get one of his trustworthy contacts and get her to a safe place. Maybe the White Fang? They dealt with a lot of orphans.

The little girl blinked. And then she vanished, only to appear next to the box, picking it up, then vanishing again in a bright flash.

Roman groaned. Great, she was a teleporter. That makes her ten times harder to deal with _and_ much more valuable to the gangs in the area. He sighed and walked away, making sure no one saw him exit the alleyway. He began walking back to the hideout, picking a few pockets along the way to afford the next box.

He was going to have to think creatively. In fact, a plan was already forming. Surely the little runt would fall for a better trap.

* * *

Day 727

She didn't fall for his plan. In fact, she caught onto him very quickly.

There was a shootout on Fourth Street, and six people were hospitalized. Two armed robberies occurred in supposedly protected areas, and an enforcer was found dead. Two homeless men were found beaten down on Eighth Street. Roman didn't have much time.

He was going to need some fire dust.

* * *

Day 728

There was another shootout, with two dead and seven injured. Eight different people from three different gangs were mugged, two of which suffered concussions. A cop was found in the river at sunrise, along with three unidentified bodies. One of them was only four feet tall.

Roman's boss gave him an earful for going out alone. They couldn't take anymore losses, their group was so small compared to the others.

Whatever, he already had the fire dust carved, might as well use it.

* * *

The runt took the dust crystal and set his hair on fire. Now he's going to have to find a hat or he'll never hear the end of it.

* * *

Day 729

"Gods damnit you little runt! I am trying to save your sorry ass!" he roared out. He had had enough. It was one thing for his damn conscience to force him into helping this snot nosed kid, it was another for the brat to make things worse.

Roman kicked the dumpster's side before yelling again, "In case you haven't noticed, this city is going to hell in a handbasket, and you're living in the damn middle of it! Now my inner softie is telling me you're screwed unless you get out of that literally dump you're living in and stop hitting me!"

He took deep breaths, trying to calm down, "Kid, this is the real world you're living in. I don't know your story or whatever it is that landed you here, but right now, everyone is on high alert. People have already started dying only a few blocks from here. We've had thieves, gangsters, cops, and kids kicking the bucket in less than a week, and the scary thing is that none of those have tipped the scales yet. Any day now and the whole city erupts in flames."

Roman slumped against the dumpster, "I've lost a friend already, and I stand to lose everyone else I know. The only thing I know about you is that you're the only kid that hasn't been rounded up by the Fang or anyone else. You're a nuisance to the guys working here, and they're willing to pay a pretty penny to get you out of their hair."

He sighed, "If you get out of here and out of this part of town, I'll give you half the money, okay? That's enough for a mountain of donuts."

The little girl peeked out of the dumpster. She looked down at Roman's new hat. Hearing the sound, Roman looked up at the girl.

They stared at each other for a moment before Roman asked, "You gotta name, kid?"

She nodded, then pulled out a scrap of paper with the words "NEOPOLI TANNER" scrawled on it.

"Neo-poly? I'll just call you Neo for short," Roman said.

Neo silently huffed, but pushed the dumpster lid open. She had long messy hair reaching past her shoulders and two differently colored eyes, one white and one brown. She blinked and the brown eye turned pink.

"Huh. That's a weird semblance you got. You're weird, Neo."

She pouted before climbing out of the dumpster. She stood in front of him, wearing a dirty white jacket and pink trousers, all of which were worn from months without washing and ill-fitted to her body. She made a motion with her hands, as if asking for money.

Roman rolled his eyes, "Fine, let's go get the money."

"What's this I hear about money?" a booming voice called out.

Roman and Neo turned their heads to see a gargantuan man looming over the alleyway, his width seeming to barely fit inside. The man smiled widely as his dead-eyed gaze fell over Roman, "Ah, you're one of Sparkler's, aren't ya? Such a fun gal, when she wants to be. And look at you!"

He grinned widely, revealing large white teeth and a set of red gums, "All alone. You're feeling brave aren't ya? With so many bodies dropping these days, I'm surprised all of Sparky's aren't huddled together in little sheep herds. You must have balls," his dead gaze flickered over to Neo, "And with such a cutie too? My my, what are the two of you doing back here? Oh well, doesn't matter," a knife came out of his left sleeve while a handgun came out the other.

"This past week has been stressful. All those deaths have everyone on edge, and I have to deal with _my_ boss' irritability. And now? I think it's time to have some fun," he began to slowly walk towards Neo and Roman, "A street urchin and a scrawny member of the smallest gang in Vale. No one will miss them."

Roman grit his teeth, fumbling for his revolver. He whispered to Neo, "Kid, can you do that thing where you popped out of nowhere?"

Neo nodded.

"Go behind him and stay quiet," Roman said. He would have told her to run, but he knew she wouldn't. Roman knew that type of person.

She nodded again, and then in a bright flash, disappeared. Roman took that moment of distraction to pull out his gun and fire at the other man.

The bullets connected, but the man simply swatted them away, ignoring the damage they caused.

"I believe I have more aura than you have bullets. As for the little runt, I'll deal with her if I'm still stressed after I'm done with you, and maybe then I'll get the reward."

Roman gave him a look, "You know you sound like a creep, right? I know what you mean, but if you take it out of context—"

The bald man grabbed Roman by the front of his shirt with his enormous hands, bringing Roman's face up to his, "I am going to enjoy killing you."

"Always glad to be of help," Roman replied.

"Good. Let's start," the man raised his right fist.

Roman closed his eyes, bracing for impact. _Here lies an idiot who really shouldn't have meddled. I think that'll make an appropriate epitaph._

"Gah!" the man stumbled before slumping to the ground as a small explosion hit his neck. Roman looked behind the man to see Neo holding a very sharp piece of wire caked with burnt blood. The smell hit his nostrils, making him gag slightly. Neo must have kept some extra fire dust from earlier.

"I weakened him for you," Roman said as he dusted off his shirt.

Neo just made a gesture with her hands after she let go of the wire. Roman rolled his eyes, "Yes, we'll get the money now."

She smiled at him.

* * *

The gang war in Vale lasted for months before Ozpin brought in dozens of huntsmen and huntresses to crack down on crime, while the White Fang took in hundreds to drastically lower the numbers on the streets. Raven Branwen played both sides, performing arrests while helping out her father's organization.

By the end, Torchwick's gang came out relatively unscathed, avoiding much of the conflict and mass arrests the other groups suffered. This allowed them to flourish and grow into one of the most prolific criminal organizations in the city, and Torchwick would become the head of it after the previous leader retired.

* * *

Day 6179

Roman looked down at his men, five of them injured, one in a coma. He snarled, "Who did this?"

The least hurt man, his arm in a sling, answered softly, "White Fang. But it was different this time. They had a new leader, a human woman."

"Great, the animals got a new psychopath leading them. Neo, let's go. We're going to find out more about this new boss and deal with her," he looked over his men, "You guys hang tight, I'll deal with them."

* * *

/  
[TERMINATING PLAYBACK]  
/

* * *

Day 162, Session 4

Doctor Arthur Watts exited the elevator and was immediately greeted by a brown-haired woman in a black pantsuit holding a clipboard, "Dr. Watts, Mr. Thornhill is ready to see you. My name is Li and if you need any assistance, please do not hesitate to ask," her accent was Atlesian, and he placed it in the western district, close to the Great War memorial.

Watts nodded before following her lead down the pristine white hallway. Just by looking at her gait, Watts could see that she was a civilian. Her eyes did not scan her surroundings, nor did he feel any kind of hesitation about her when she spoke. Soon they reached a room with a single steel door with a brass plaque reading "E. Thornhill, Chief Executive Officer".

Li gently knocked on the door before opening it, revealing a large room with three mahogany desks, each piled high with papers, arranged in a row facing the door. The desk in the center had another seat in front of it, also made of mahogany. Ernest Thornhill, wearing a green suit and hands steepled, smiled at Watts and Li as they entered the room.

Watts and Li approached the desk, and when Thornhill gestured for Watts to sit, he nodded and gently settled his body down onto the silk cushion. A hand gesture to Li and she nodded before leaving the room, closing the door behind her.

Thornhill smiled and spoke, "Would you like some tea? Li's is the best. Getting her as a secretary was a stroke of luck," he gestured to an ornate tea set nearby.

"Yes, that would be lovely," Watts replied. He also noted the businessman's accent, Atlesian masking another one. According to Thornhill's biography, it should be covering his small town dialect.

As Thornhill poured both of them a cup of tea, he asked, "So Dr. Watts, what is it you wish to speak about? I'm surprised you were able to arrange an appointment with me so quickly."

Not really. Penny watched the entire chain of events leading to this conversation. A favor called in, two mentions to Thornhill Industries' business partners, and calls to Councilmen Garrison and Stronghold, all with the express purpose of procuring a meeting with Ernest Thornhill.

"Straight to the point, I see. As you know, the recent circumstances involving an artificial intelligence has led me here. I would like to offer my services to further your cause," Watts took his tea cup and plate onto his hand.

Thornhill nodded before replying, "Very noble of you. As I see it, a polymath would be helpful. If I am remembering correctly, you have expertise in psychology, political science, linguistics, engineering, and chemistry, is that correct?"

"I am also versed in programming, but definitely not enough to build myself an artificial intelligence," Watts said as he took a sip.

"Hmm, that places you anywhere from beginner to world class. Surely a man of your intelligence could take a crack at it?" Thornhill held his cup to his lips, "You certainly have the resources, what with your influence over certain councilmen," he drank the tea. Penny could not discern any taste from it.

"Oh? And where did you hear such gossip?" Watts settled the tea cup back onto its plate.

"You hear things when working with the Atlesian military. In the interest of cybersecurity, I have to ask about your involvement with," Thornhill reached over to the desk next to him and pulled open a drawer. He then took out a piece of paper out and closed the drawer.

His eyes glanced over the paper before looking at Watts, "Operation Silver Hammer. Six years ago, then-newly inducted Councilman Garrison gathered a group of expert hackers in the government and across the world under the pretense of a code cracking contest. The objective was to find a hole in the Pridwen firewall so it would be possible to remotely control and reprogram the Atlesian Knights. Tell me, what was your role in this operation?"

"That is a very serious accusation, Mr. Thornhill. I can assure you that I had no part in such activities."

Thornhill reached back into the drawer and pulled out five laminated photographs. He placed them on the desk, facing Watts. Each of them were dated around the time of Silver Hammer, and each showed the likenesses of Councilman Garrison and Watts.

"These were sent to me in the mail just yesterday, supposedly from an information broker in Mistral. Now I know such images can be forged, and quite easily too: semblances, photo manipulation software, body doubles, there are many ways to falsify an image. Even so, I need to confirm, what was your role in Silver Hammer?" Thornhill stared straight into Watts' eyes.

"None. I had no idea what Silver Hammer even was until you mentioned it," Watts affirmed, his gaze never breaking.

Thornhill's eyes lit up, "Good!" he released a relieved breath, "Sorry, just wanted to make sure. You never know who to trust without confirmation."

"Quite," Watts agreed, taking another sip of his tea, "An information broker?"

"I don't believe it either. Someone wants me to mistrust you."

"It's obvious who did so," Watts stated.

"Penny Polendina doesn't want little old me to work with you. Obviously it is in our best interests to do so."

"To be a person of interest to a rogue artificial intelligence at such a young age," Watts began, "And to rise to such prominence in the world market in such a short time is impressive."

Thornhill waved him off, "That was my brother in the beginning. Got me the capital to build all this."

"Where is he, if I may ask?"

"Around. Probably sifting through the server room, tweaking our algorithms to get a slightly better edge. Most people don't see him for days. And of course, he has his own personal butler," Thornhill leaned closer to Watts and whispered, "I'm not even sure they've met in person. Stephen always avoids people and speaks through the intercom."

Thornhill leaned back and spoke normally, "Of course he can't hear us. This room is a lead lined faraday cage. No one can."

"Your secretary is outside the door."

"Indeed she is, although she could always run an errand for me," Thornhill added.

"Her listening is completely fine," Watts said, "But we should get to business, shall we?"

"Let's."

"What are your plans for combatting the AI menace?"

"Plan A is simple. Take the CCT offline and perform a systematic search across every computer system on Remnant. Before that we would need to mobilize entire armies and develop a fast and effective protocol for scanning for the AI's source code so that we can scan all systems and bring the CCT back online as quickly as possible."

"Precise, methodical, and it will never work," Watts replied.

"How so?"

"Humans are fickle creatures, in large groups, the power of statistics holds sway over the ignoramuses ubiquitous in every civilization, leading to its inevitable collapse. A simple mistake and all is for naught. One system unchecked or checked incorrectly and the whole plan falls apart."

"Very well then. Plan B is a specialized team of hackers, not unlike Silver Hammer, where we fight the AI on its own turf through concentrated cyberattacks."

Watts shook his head, "How many teams? How many personnel? Organizing any large group would inevitably lead to a bad apple amongst them, a weak link that an AI could exploit. A sick loved one, an enormous debt, a crippling addiction, the threat of violence, any one of those could be exploited by the enemy," he finished his cup and placed in down on the desk.

Thornhill moved to refill the cup, "You don't seem to hold much faith in mankind."

Watts took the filled cup, "And you have too much faith. We have been fighting the Grimm since the dawn of recorded history and despite our vast armadas, robust walls, and mecha shifting armies, we are still confined to a fraction of the world's landmass. Why is that? The ancient tales said man was wise and strong, who discovered the power of dust and used it to push back the darkness. So why are we only here, and not outside the city walls?

"I'll tell you why. Mankind is full of simpletons. We wage pointless wars over something as inexplicable as the amount of body parts we each have, over the ability to see in the dark. We have rich stealing from the poor, the poor killing each other, the rich killing each other, and the poor staging bloody revolts against the rich. We fight over which wall we grew up in was better, over whether slathering paint on a canvas should be permitted. Men are fickle creatures. If there were no Grimm, I am certain we would still be at risk of extinction.

"Once upon a time we were the most intelligent beings on the planet, able to craft tools, use dust, build monuments and walls. We did craft tools, but they were used to kill. We harnessed the power of dust, but at the cost of thousands of miners. We built monuments using the labor of a million slaves, centuries ago. Mankind is great alright. We're great monsters. Stupid, ignorant, exploitative, hateful monsters. What's the point?

"Why bother?" Watts ended by taking a gulp of his tea.

Thornhill poured himself some more tea before answering, "Our supposedly noble ancestry was always a point of contention. If we were always so great, it leads to so many contradictions with our reality. You are right, mankind is full of idiots and monsters, but where you see faults, I see potential," he took a sip from his cup, "Mankind has done a lot for itself. Just take Penny Polendina."

Watts gave him a bemused look.

"The ingenuity to create an entirely synthetic lifeform was a monumental effort," Thornhill stated.

"One person is not an example so much as they are the exception," Watts retorted.

"While much of it was germinated from one individual, none of it could have been done in a vacuum. The massive amounts of resources needed required infrastructure to manufacture the equipment and materials needed. But in doing so, there would need to be further infrastructure to support all of the workers, housing, utilities, food, clothing, et cetera.

"Certainly no easy feat, and that it happened twice says something. The fact that this holds true for many inventions, and that despite everything, society as a whole has remained intact for millennia, gives rise to another idea.

"You mentioned one ancient tale, I'll counter with another: The Tale of Two Brothers. Two brothers created mankind and granted them four relics: Creation, Destruction, Knowledge, and Choice. Within every one of us is all four. Each person can decide using our knowledge whether to destroy or create, while the mindless creatures of Grimm can only destroy.

"Some of us go one way, others the opposite. We all make different choices, take different paths, and that leads to conflict when we don't agree with each others' methods and goals," Thornhill set his cup down.

Watts chuckled, "The flighty tales of men who did not understand the world as it was and attempted to create a narrative explaining it."

"Creating a narrative does not preclude it being true. The world is a strange place."

"It sounds like you've seen some of its strangeness, something that seems like it belongs in a story. Care to share?" Watts raised an eyebrow.

"Oh it's nothing, just thinking about the strange protocols in place regarding something related to seasonal weather. Odd that a kingdom in eternal snowfall would have such concerns."

"Very odd indeed."

"And such poetry! The Fall of Vale, burnt to cinders and ash. Tales of unimaginable power transferred from the dead to the living. I couldn't tell whether I was reading an after-action report or a fairy tale."

Watts gave a wry smile, "Like I said, men who do not understand the world and come up with fantastical explanations instead of observing the world as it is. These are probably the same men who believe that the gods were once real and that the power of dust is magical."

"A man of science, I take it," Thornhill fiddled with his cup, "Let me guess, you are of the mindset that everything we know of can be explained through scientific rigor. That the wonders of aura, semblance, and dust could be understood and reverse engineered. That the horrors and monstrosity of the Grimm can be explained and comprehended."

"Surely you're not disagreeing?" Watts held his cup in his hand, swirling the tea, "The world is a strange place indeed. But it can clearly be understood, given enough time and intelligent persons."

"So why haven't you shacked up with Penny Polendina?" Thornhill asked, "The most intelligent being alive would have to be the AI."

"Intelligence only goes so far. So too does knowledge. I don't trust a program if I can't see its code. How do you know if it is doing what it says it does?"

"People are the same way. You can't really look under the hood without killing them."

"True," Watts conceded, "But that is what my degree in psychology is for. Despite everything, all humans and faunus are very similar. Boil down to their basic levels, and we can become predictable. I wouldn't put it past the AI to have us quantified by now."

"Talking about a losing battle. If so, why do you want to help me out?" Thornhill straightened his back.

"Despite everything, I still consider myself human. And among them are a few that I find intelligent enough to keep up with me," Watts' lips inched upwards.

"Well that's flattering. I'll let Stephen know your praise," Thornhill smiled back, "Shall we get to planning?"

"Let's."

* * *

"So, what do you think?" Penny said from Winter's scroll. Winter herself was in her studio apartment, a small place with only a bathroom, hot plate, and a mattress.

Winter drank from her water bottle, "Contact with the enemy is dangerous. He could discover you are Thornhill."

"I know. But I need more information. And this is the best way to do so."

"This really isn't a great idea," Ruby chimed in from Windpath, sitting inside a hotel room.

"Ruby, have you ever played chess?" Penny asked.

"Yeah, Uncle Qrow made me play a couple games when I was a kid. You know that though."

"I can't imagine that brute playing a game that requires complex planning and critical thinking," Winter scoffed.

"Winter, be nice. Ruby, yes, I do know, but I don't have any footage of the games themselves."

Ruby chuckled, "I remember betting if I won I would get to drink out of his flask."

"You didn't," Winter placed her palm over her face, "You didn't know what alcohol was, right?"

"I was eight."

"You lost three times and won the fourth," Penny said. When Ruby gave her a look, she added, "I didn't see the games, but I did see your facial expressions after each one."

"Yeah. Then he freaked out trying to keep me away from his flask when he realized he lost. Dad was going to kill him either way, so he decided it would have been better if I didn't drink at all," Ruby pouted, "Since dad would have punched him a little less hard."

"Yes, the fighting was very amusing."

Ruby giggled, "So why'd you ask that?"

"I'm letting in Salem's assets near me because of chess. I'm black, she's white. She's been making hundreds of moves since before any of us existed. I need to figure out her plans and motives. I must react and to do so I need good information, otherwise I risk making mistakes again."

Winter, who had stopped talking to drink from her plastic water bottle, spoke up, "In the intelligence field, one must frequently perform risky actions in order to obtain information."

"That is correct. Don't worry Ruby, I have been making plans."

"'No plan survives contact with the enemy.' That's what Uncle Qrow says," Ruby replied.

"A plan for most eventualities, and if worse comes to worst, I can work something out."

"Sure," Ruby said, unconvinced. Winter finished her water bottle and prepared to refill it.

* * *

Day 167

Atlas Academy in the early evening was beautiful, is what Ciel would have said if she had any artistic inclination. The sky had become a deep orange at the edges of the world, spreading out above the Atlas skyline, and the bottom of every cloud shone a bright yellow. Humongous airships flew past where Ciel was sitting, outside on a park bench in the school gardens.

Normally, she wouldn't be doing such a thing, but scroll calls from both Weiss Schnee and General Ironwood were enough to convince her. She had been waiting for exactly thirty seconds when her scroll rang.

She pulled out her scroll and answered, "Ciel Soleil speaking."

"Salutations. It's been a long time."

Ciel curtly nodded, "Yes, it has."

"I wanted to say that I'm sorry. I'm sorry I didn't tell you anything. I've been preoccupied, due to the hot mess Remnant is and because I've been purposefully avoiding you," Penny's voice was calm and steady the entire time.

"Is that all what you wanted to say to me? I could have gathered that on my own."

"There is more, but I believe saying sorry is the first thing I must do. I owe you that at least."

"You don't owe me anything," Ciel said bitterly, "You were my partner and that was it. I don't deserve anything more."

"You do, Ciel. You deserve to know it all and so much more. It wasn't because I didn't trust you, it was because I was afraid," Penny's voice grew louder as the sound of rustling leaves rose, "I have issues that began a long time ago, at my conception. I was not real. I was an artificial intelligence placed inside a facsimile of a human. I was not grown from a fertilized egg by a mother and father, I was built by a single person using transistors and code. I am different from everyone else, and that terrified me.

"My father had a role in the Faunus Rights Revolution. He's lost a lot because of it, but even after everything he tries to live by the ideals of the Revolution, that all were equal no matter their species. But if that was universally accepted, there would not have been a need for a war. If people can be so cruel and uncaring to those with only the slightest difference in genetics, how would they react to someone with no genetics? I knew that not everyone was like that, but even so, the prevalence was alarming. I had no basis to work with."

Penny paused for a moment, "General Ironwood assigned you to be my partner, and I know he saw something in you that made him choose you over everyone else in our year. I've pondered his reasoning, as well as his for intentionally keeping you in the dark about my origins. I questioned how you would take the fact that your partner was not human. What kind of person were you?"

The wind got louder, "Near the end, I received a basis. Ruby Rose found out, and that provided me with ample data to redo my calculations. I had predicted a 4.6% chance of you not taking the news well. It was small, but even then, I could see what might have been. I didn't want to lose what we had."

Ciel sighed, "And what exactly did we have?"

"A professional relationship where our personal emotions muddied the waters."

The woman inhaled, "That is… accurate enough. What does this mean?"

"Our relationship is at an impasse. We can terminate it and go our separate ways. We can try to backtrack, or we can start over."

Penny's former partner was silent for twenty-one seconds before she asked, "What is so special about me? What reason did you ever have for spending so much of your time and effort into concerns over our relationship?"

"Ciel, you don't need to be special for me. But if I must, I will list some. Time was your greatest concern: punctuality, following schedules, meeting deadlines, beating personal records, they were all so important to you. You were never late, always one to five minutes early. You memorized and kept track of every member of our team's physical prowess, how fast we ran, how long we could hang on. You stirred every night at 2:15 in the morning."

Ciel could almost see Penny smiling, "It was 2:12."

"It was actually 2:15. Your internal clock goes out of sync without your watch."

"I suppose it does. What-what else?"

"You ate the same breakfast every morning, approximately 690 grams of raisin oatmeal warmed to 41.5 degrees."

"You got it right on your third try, and every time afterwards," Ciel began to smile.

"It was easy. I estimated your wakeup time, then woke up fifteen minutes earlier."

Ciel shook her head, "I really am not special. There must be many people across Remnant with the same tastes."

"Three thousand six hundred and fourteen who like raisin oatmeal, but you are the only one to like it in that exact configuration, every morning. Ciel, the past four months have felt like the vast majority of my life, despite comprising of less than two percent of the actual timespan. In that time I have met, conversed with, observed, and befriended so many people, all across the world. But every single one of them, I've compared them to you."

"Me?"

The sound of giggling came out of the scroll, "In case you haven't noticed, I don't exactly have normal family members or friends. They are all odd in ways that affect so many different aspects of their lives it becomes difficult to compare sometimes. Take Ruby. She has an obscure non-semblance related ability that she inherited from her mother.

"Because of it, her mother is gone, she is under near constant surveillance by a secret order including her drunk, unlucky, huntsman uncle and her depressed but charming father. They joined because of her mother. Because they joined, the entire family and then some are involved in a shadow war against the first artificial intelligence. Not Dime, another one even older. That one power she has hasn't even been used more than once, but it created this never ending snowball of consequences. And don't even get me started on her sister."

Ciel gave her scroll a flat look, "Sorry, rambled on too long again. The point is, everything about the people I know forms this continuous web that just gets more convoluted the more I dig. But you? You're discrete. You're you, and not part of some greater narrative. You wear the color blue because of your first name. You have a sun symbol because of your culture. There are millions of people like that, but only one person with the same specifications as you."

Penny's voice crackled as the wind began to die down, "Everyone is unique. I can say that with absolute certainty, after observing all 144 million of you meat people. Similarities and patterns arise, sure. But it's the details that matter. And you? You were first 'normal' person I ever observed. You may not be special, but you're special to me."

They both remained quiet for an entire fifty-eight seconds before Penny concluded, "Also? Take it from me, being special is overrated. About 50% of the population wants me dead, I literally have no mother, and I've spent way too much time figuring out my own personhood. I'd take a normal life any day. I have to go now. Talk again soon?"

The young woman nodded. Her scroll rebooted and Penny was no longer speaking.

* * *

Day 178

The Brotherhood had been acquiring old warehouses and using them for smuggling: dangerous drugs under strict control, enough arms for an army, and occasionally, people.

Winter scowled at the thought. There was no trafficking in the place she was currently guarding, but she swore she could feel the emotions of those that were once imprisoned nearby. The Brotherhood, despite the deaths and extortion, had some standards. Winter was grateful for that, for if she ever encountered such scum, she doubted she would have kept her cover for very long.

It was a quiet, cloudless night where Winter was working. She sat on top of one of the roofs to the four warehouses she was currently protecting. The Mistral branch was stretched thin as opposition in Vacuo grew, no doubt related to Team OSBE as well as increased policing in the city following the bombing.

Penny had been tight-lipped about what was happening in the west, telling Winter to find out about a woman named Neo. Who was currently fighting Team OSBE in Vacuo. Penny wanted her to find a certain room belonging to Neo, located in a building belonging to the Brotherhood.

Neither of them knew what was inside, just that it existed. It was difficult to determine its location because Neo only entered it through teleportation. Her teleportation range was less than a kilometer in radius, but it was likely she made several jumps utilizing dead zones to mask her direction. However, each jump used aura, thus there was a limit to how far she could travel at once.

Furthermore, she always reappeared in the same place she started, and covert measurements of her aura and the natural rate at which it increased was calculated. Dozens of instances of Neo going to and exiting her room were recorded and logged, and Penny had narrowed it down to a small sliver of buildings located in southeastern Mistral. And within those buildings, only seven had the space available for a secret room within their official floor plans.

She didn't tell Winter all of this. It was long-winded and just saying "I extrapolated the room's approximate geographic location based on math." worked just as well. No, she was saving the explanation for Ruby, who was at least interested in her thought process. Winter tended to nod and tune out the more complicated aspects while grasping the core concepts.

The seven possible rooms each needed to be checked discreetly to not arouse suspicion. The first one, an abandoned office building, was completely empty. The second, a closed down hotel, was similarly not full of secrets. The third was an old cafe formerly run by the White Fang, now owned by the Brotherhood. This night, Winter was checking out the fourth.

Winter had been waiting for long enough. She lept down from the roof before landing on a glyph right in front of a barred window on the fifth floor. A slice from her sword cut through the latch, allowing her entry. Careful to avoid notice, Winter crept inside and closed the window.

The building she was in stored counterfeit merchandise, which was actually one of the Brotherhood's more minor criminal enterprises. There were seven others in the building, all on lower floors. Every part of the floorspace was accounted for by Penny looking through archived footage, except for ten square meters. Winter quietly walked over to the locked door leading to them. Before opening it, she checked the sides and wall for cameras and other traps used to identify a break-in.

None. Which either means that this isn't it or stealth is of higher priority. Either way, a fight was going to break out shortly. Penny had arranged for a leak of Brotherhood information from one of her information broker aliases, giving Winter a mask for breaking down the door. Light taps indicated at least three separate mechanisms keeping the door shut, none of which were visible from the outside, meaning that Neo likely teleported inside without unlocking.

The sound of muffled shouting came from outside, prompting Winter to slash the door and crack into it. Six jabs, followed by a final thrust revealed to Winter a dark room. She pulled out her scroll, which had already begun acting as a flashlight, and stepped inside.

Paper and string covered the walls: photos, documents, wanted posters, creating a gigantic collage of obscenity, of obsession. The papers overlapped each other, several layers deep, help up with staples, glue, and pins. Winter flicked her eyes and the scroll around, taking in the images within.

Semblance Assisted Learning and Executive Machine. Photos of Raven Branwen, Harold Phoenix, and a brown-haired woman Winter couldn't quite place. Silver Hammer, Damascus, these were all things Penny knew enough about. But what was Neo fighting for? So much footage was lost nineteen years ago. The earliest formative years of Neo were a mystery. All Penny had were clues.

* * *

/

[INITIATING PLAYBACK]

/

* * *

Day 4465, Session 3

Neo ran, gasping for air. Sweat ran down her head as she ran down the empty stairwell.

"Hush little ice cream cone, don't say a word~"

Neo knew that line. But how did that monster know it?! She exited the stairwell into an empty room made of barren concrete. She hid behind a large pillar.

"Momma's gonna find you a mockingbird~"

It couldn't be. The lights shut off, bathing the room in darkness. Neo sprinted to to the edge of the room.

"And if that mockingbird don't sing~"

There was no way. She could feel her skin crawling. The sweat on her began dripping on the ground and she swore she saw red eyes.

"Momma's gonna buy you a diamond ring~"

The voice came from the same direction as the eyes were. Neo thrust out a pistol and fired, again and again.

As silence wrapped around her, Neo exhaled.

"And if that diamond ring has no sheen~"

Neo screamed, but no sound came out of her lips.

Bright light enveloped the room and Roman rushed towards her, "What the hell was with those two?" he grumbled.

He hugged her tight, "Neo? Are you okay?"

She didn't respond, not for a day.

* * *

[FAST FORWARD: 01:26:09.37]

/

* * *

"I wish you didn't do that, Raven," Harold said to his daughter. He grimly smiled at the thought, despite the situation. He never thought he'd be able to see her after everything. He was hunted on all sides: by Mistral black ops, the several gangs and black market dealers he'd crossed, COFFEE, and the myriad soldiers belonging to the shadow war. Even the White Fang, his own foundation, wanted him to stay dead.

"What aspect of my performance was unsatisfactory?"

"You were… cruel. The girl, she couldn't have been more than sixteen, likely younger. What you did wasn't right."

"Mother mentioned this before," Raven replied.

"That feeling in your chest," Harold said, "Your mother had it too, and I fear Yang may have when she grows older. Your mother is the kindest person I ever knew, but also the cruelest," he wiped his eyes with a handkerchief, "There was a robber once. It was only a month after you and Qrow were born. She was so angry."

He closed his eyes, "Jay is a good person. But like all humans, she has flaws that she desperately tries to overcome. The world full of such terrible things that mankind just isn't able to go up against. We're not perfect."

He sighed and opened his eyes, "I wanted to make something better than us. Something that could change the world. I didn't want it to succeed us, only aid in our unending quest towards becoming as wise and strong as the legends said. The Machine was intended to help us be better people."

"But they're like burning stars, more powerful than anything we could ever imagine. It makes them beautiful and wonderful, but if you wander too close, you burn up. I'm only here because I started this. It's my problem. I don't burn very easily," he began recalling.

"Arthur was always lucky. When his burning star lets loose a solar flare, a wave of deadly plasma, he is sure to have dodged it. But everyone else, they've gotten hurt. Everyone else has died."

Raven grimaced before asking, "Father, why are you still in a wheelchair? You can get surgery to heal your spine. Arthur Clay, Little Brother's Godfather, is alive. He can heal you."

"No. I won't."

"Do you not believe you deserve it?"

He nodded, "I built the Machine. It was my fault alone."

"Little Brother's Godfather created the idea. Godfather showed Big Brother to the Mistral military," Raven pointed to herself, "I searched for you. You are not alone."

"Where did you learn all this?" Harold asked.

Raven's face stayed neutral as she answered, "Big Brother told me."

"It never said anything to me."

"You never listened. Not like Godfather did."

"Nathan did?"

She nodded, "The two of them tried their best."

A faint smile appeared on Harold's face, "Would you like to hear the story of how I met your godfather?"

Raven gave him a bright smile, "Yes."

"This was right before I met Arthur, you see. It wasn't as flashy, nothing caught on fire, nor did I have to extinguish any flames on him. It was a cold, windy day in Mistral. I had just arrived in the city…"

* * *

/

[MISTRAL_PRIMARY FEED ARCHIVES ACCESSED]

[TIME: 40 YEARS, 104 DAYS AGO]

[SUBJECT: INGRAM, NATHAN.]

/

* * *

Nathan Ingram, researcher for a top secret AI designed for the military, covered his left arm with a white towel, blood soaking it through. He hissed before taking a deep breath. His pistol laid on the floor of the car as he began thinking about what had happened.

He tried to stop a domestic dispute, one that was about to turn deadly. It worked for the most part, he saved someone's life. Someone not involved in the war, someone who was just in a bad situation.

The Machine's greatest flaw was that it saw everything connected to the CCT. It didn't discriminate between war casualties and normal casualties, it was them, the humans in charge of choosing whether to ignore its predictions. Harold had turned away. 'For the greater good,' he said. 'If anyone found out what we were doing, the entire project would be shut down, and no lives would be saved,' he explained.

Nathan agreed at first. He and Harold kept it a secret from Arthur when he came into the fold. But the names that appeared on the screen, those that would die, Nathan couldn't stand it. So he took an old gun and began working in his spare time.

He saved a few, he lost many more. But one thing was for certain: He couldn't keep doing this alone.

But he couldn't bring in Harold. He would close the backdoor Nathan created. He couldn't bring in Jay, she would just tell Harold. He couldn't bring in Arthur, because he would probably get someone else near him shot. No, Nathan needed to find someone outside of his group, someone who he could trust.

But who? He rattled his mind before remembering something. He and his friends were in charge of the Machine, but they weren't the ones to carry out the missions.

Nathan gingerly pulled out his scroll and slowly asked through the pain, "Dime, begin search for new personnel."

"Parameters," his voice came back out. Nathan had used that word a few days back and now Dime was replicating it.

"Project Bethlehem, exclude 'Research'. Include 'Operations'. Include 'Hunter training'."

"Searching," Dime replied in Harold's voice.

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 178, Session 4

Penny's voice filled Winter's ear, "Bryan Basil is approaching. You need to leave now. His semblance is—"

Winter heard faint footsteps approaching. She began to twist her head and point her dueling saber out, but it was too late. The impact was almost strong enough to shatter her jaw, and she catapulted through the wall and down through the floor into the warehouse below. She crashed into a large wooden crate, revealing dozens of counterfeit copies of _Arctic Steel_.

Groaning softly, she shrugged off ten pounds of adult literature before standing back up, wobbling as she jumped off the pile of books. A nearby crate collapsed as Basil landed himself, his body assuming a kickboxing stance. His fists were adorned with shining brass knuckles, each with dust ammunition wrapped around it.

Penny whispered again, "Predicting his actions. Brawler, flash step, KB six. Wildstar."

Winter nodded. Code words memorized long ago gave her the gist of her opponent's fighting style.

Basil scowled as he popped his neck, "Damn. She was right. I owe the midget a thousand Lien."

He lunged at Winter, fists out.

* * *

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* * *

/

Author's note: My story turned one as of May 26, 2017. To celebrate it, I redid the first chapter to make it better. It's mostly the same, but there are changes in dialogue and a few flaws that I found in the original. Nothing good was lost, and the replacement chapter is already up. I am still keeping a copy of the old one just in case, but the new chapter is vastly better. A year's worth of writing experience goes a long way.

This chapter was difficult to write, and definitely the hardest one in this entire story. Compounding that with busy stuff, it was difficult to write this. Going forward, the next chapters will not take as long, and some are already partially written while I was suffering writer's block on this chapter.

/

While writing this chapter, I created the best name I ever have: Cherry Baum. Baum is German for tree, but it also sounds like "bomb", so the name can mean either "cherry tree" or "cherry bomb"!

/

I did not like the religion introduced in Volume 4. The Tale of Two Brothers in canon did little more than exposit about the four magic Macguffins lying around that are now the plot, instead of the four magic living Macguffins called the maidens which were already around. This story was started and planned out before Volume 4, so it has no relics, nor the tale. Instead it is reinterpreted as an ideology, conflicting with whatever ideology was introduced with the concept of dust back in Volume 1 Chapter 1, Salem's opening monologue.

/

Next chapter: Action! Drama! Intrigue! Global economic collapse!


	16. Chapter 16: The Winter Soldier

Chapter 16- The Winter Soldier

* * *

Day 178

To say Bryan Basil was fast was an understatement. From what Winter could see, he was almost as fast as a teleporter. A split second and Basil closed the twenty meter distance between them. He pulled his right arm back, then launched it upwards as an uppercut to Winter's jaw.

She was barely able to step back, with Basil's fist grazing her chin. Winter pulled out her sword, it containing a small modicum of dust, and slashed it against Basil's right side. No blood spilled, and no aura was lost. The man brought his right hand down to push the sword away from his side while jabbing with his left fist. Winter jumped back, her feet grazing the pile of books beneath.

Bryan jumped at her, his left hand reaching out to grab her arm. Winter pulled back before he could grab her, but was unable to stop his right fist from hitting her left shoulder. The brass knuckles were strong, and the impact took out almost a tenth of Winter's aura.

The pain radiated out of her side and down her ribcage. Another fist hit her, this time her stomach. Winter wheezed as the air left her lungs. She jammed the hilt of her sword into Basil's left wrist, dealing some damage and allowing her brief respite as Basil grunted in pain.

In that moment, Penny's voice filled Winter's ear, "Summon an Ursa."

Gasping for air, Winter created a large, spinning glyph behind Bryan. From it sprung a snow white Ursa looming three meters tall. It bounded forward as Winter staggered away from Bryan, who was moving to hit her back with his left hook.

The Ursa swiped downwards with its right paw, narrowly missing Bryan's back, who had sped forward towards Winter. The summoned Grimm continued ambling forward, preparing for another strike.

Winter scraped against Basil's elbow, feeling a very slight dip in her aura. As the offending elbow hit, Penny spoke, "Right punch."

Less than a second later, and Winter moved slightly right, using her left hand to parry the arriving fist.

"Left uppercut."

She jabbed her right elbow into the uppercut, thrusting her sword to Basil's chest. He stumbled back to avoid the blade as the Ursa arrived and threw down its left paw. The claws dug into his back, taking out a swathe of his aura. He grit his teeth.

"Straight punch," Winter instinctively held up her sword.

Faster than Winter could blink, Basil had his right fist coming in at her. If wasn't for the warning, it would have impacted her chest, but Winter had been able to block the strike with the hilt of her sword. For a split second, she could feel the force deform the cheap metal.

In the next split second, Penny added in, "Push forward."

Winter grunted and pushed the blade down into Bryan's arm while pulling the hilt up, letting him go forward at the same time. Bryan catapulted forward as the blade dug into his tricep. He winced as his aura fought against the sword.

With their backs turned to each other, Winter jammed her sword into the ground, a glyph springing forth. Bryan whirled clockwise to see a flock of baby Nevermores attack him.

He took a deep breath and quickly dispatched two of them with backhands. Three more fell to his punches before he activated his semblance, rushing towards Winter with incredible speed.

But before he could connect, the Ursa stood in his path, taking the brunt of his fists. It dissolved into nothing, revealing four Beowolves, each over two meters tall. A single punch dissolved one of them, but as he did so, Winter's sword slashed at his arms.

He pulled his fist out, blocking the sword with his brass knuckles. Another Beowolf jumped at his back, but he elbowed it before pushing the sword to his side. Two Beowolves flanked him as he narrowly dodged another sword thrust. Another punch, and the Beowolf on his right went down, but in doing so, he took a swipe of claws to his left as Winter slashed his back.

"Back Kick. Left punch."

Bryan growled and thrust his right leg backwards at Winter, who parried with her hilt. She ran forward and drove her blade into his shoulder, eliciting more growling. Bryan ignored the sword and threw a punch with his left hand.

Winter blocked it, withdrawing her blade from his shoulder and hitting his wrist with the hilt again.

He howled as Winter drove her sword into his ribcage, as one of her Beowolves slammed him to the ground. Winter pointed his sword in front of Bryan's nose, less than an inch away.

Before she could open her mouth, she heard the sound of a dozen rifles cocking.

"Hands in the air! This is the police!"

Lights shown down on the two humans and the sole remaining Beowolf.

"Drop your weapon! Now!"

Winter mumbled under her breath, "How many options, Penny?"

"There are 16,574 options available. Option 9,509 selected. Please stand down."

The currently black-haired woman took a breath and let go of her sword. She heard the clatter of metal next to Bryan Basil's haggard breathing.

"Do not move. Do not use any semblances, dust or other abilities. You have the right to…"

* * *

/  
[INITIATING PLAYBACK]

/  
[MISTRAL_PRIMARY FEED ARCHIVES ACCESSED]

[THE_WHITE_LOTUS FEED ARCHIVES ACCESSED]

[TIME: 40 YEARS, 89 DAYS AGO]  
[SUBJECTS: INGRAM, NATHAN. KELVIN, KAI]

* * *

It was a cool, quiet day that injected a feeling of calmness into Mistral's streets, despite the chaos and destruction roaring outside the kingdom's walls, with more than a hundred thousand soldiers clashing daily. Since the devastating battle at Fort Castle, the war had changed from an inevitable defeat to a slow grinding stalemate as the faunus rebels gained ground.

This was of vague concern to Judith. She was more worried about her summons to a cafe located in southeast of the city. It was on a busy street, but the early morning led to a few other patrons. Judith looked around, scanning the area for hostiles. Almost two-thirds of the customers were faunus, although all of them hadn't seen so much as a day of combat.

Judith was herself a faunus, although her trait was easily hidden, allowing her to be able to pretend to be either human or faunus depending on the mission. It was second nature to her. She was always good at remaining unnoticed, even when she was a child.

The summons arrived on her scroll with credentials matching that of a colonel. But the only colonel with knowledge of Judith's work in Project Bethlehem was her own sister. However, the message was formal and not anywhere resembling their normal communications with each other. It was a time and a place, nothing more but a verification code.

Her own sister wanted to speak to her. The thought felt odd in Judith's mind, considering how they've both been so busy since the war began. It was almost every day that she received the name of another target. It was go in, investigate, then remove if need be.

She always needed to remove them, Research was never wrong. Her sister worked with them, and she was hesitant to answer any of Judith's questions. From what Judith did gather, it was a secretive group of individuals whose combined intellect had created a method able to gather accurate real-time information from all sides of Remnant with everyone none the wiser.

It was disturbing, and it clearly made her sister uneasy to even broach the subject. Judith later learned that the identities of Research and the operations performed by Bethlehem were among the highest regarded secrets in Mistral Military Intelligence.

So when a man in a tan blazer sat down in front of her and said, "Hi, I'm Research," well…

"Excuse me?" Judith looked the man over. He had tan-colored hair, wore tan clothes, and had black shoes and shirt. Despite his nonchalant attitude, she could see an edge of nervousness in him, hidden behind a veneer of charisma and a sharp smile.

"Sorry, you can call me David. I'll call you Judith for now. Anyways I have a proposition for you."

Judith narrowed her eyes, "I am not interested in anything you're selling."

The man smiled, "Good, because I'm not selling anything. Listen," he leaned in closer, "I'm a colleague of your sister, Colonel Kelvin."

Judith snarled, "How do you know that?"

"I heard it through the grapevine," the man calling himself David unanswered, "I did say I was Research, and you of all people should know that I haven't been wrong yet."

"Prove it."

"You were born twenty-six years ago after your father had unprotected sex with a faunus prostitute. Due to his position, you were always kept secret, the only ones knowing being him, your sister, your birth mother and sort-of stepmother, who always felt resentment towards you. You joined MMI black ops eight years ago. Six years later, you were given the order to kill rebel leader Holly Fern. I was the one that gave the Colonel his location. And timetable," he finished right before a waiter arrived with two drinks.

Judith looked at her drink, "Is this cranberry juice?"

"Yes. They didn't have your favorite, but this is close enough, I'd say," he took a sip of his pear juice.

A minute passed before Judith finally asked, "What is your proposition?"

"It's somewhat complicated," he pointed his finger, "Tell me, what do notice about the young man who gave us our order?"

"Young man, roughly eighteen years old, new at the job, but not too new. I'd say a week or two in. He's human and enthusiastic. Based on his shoes, he's lower-middle class. His uniform is his best clothes. Ill fitting, meaning his hiring was a rush job. This was a lucky opportunity for him," Judith raised an eyebrow, "Anything you want to add?"

"Sometime in the next two days, he will be kidnapped by a group wanting their equipment back. His cousin took something that didn't belong to him."

"And what do you want me to do about it?"

"Isn't it obvious?" David smiled, "Help me save him."

Judith pawed at her drink, "Why me?"

"Four years ago you planted a bomb that took the life of an elderly woman, and that's why you requested Judith to be your codename," David sighed, "Everyone has regrets, Judith. And I think the regrets you have make you perfect for this. You've taken so many lives in the past eleven years. I'm proposing the chance to save a few. It won't balance everything out, but it's a start."

"You're doing this for yourself then?" Judith asked, "You are the one who gives the information."

"Your sister gives the order and you drive your dagger into their throats. We are all in this together. I chose you among all the agents in Bethlehem because despite your body count," Judith stiffened, "You still feel remorse. You wish you didn't have to do this. You wish the world wasn't this way."

She looked into his eyes, "Let me guess, you're the closest thing to changing the world. The reason for your knowledge, it's great enough that you think it can change the way things are," she scrutinized him, "You're not an egomaniac, nor do you have a god complex. There's more to it."

"Yes, there is. But enough of that, are you in?" David looked at her with a smile.

Judith looked back before flicking her gaze to the young waiter. Eventually she tsk-tsked and answered, "Fine. Let's do this."

* * *

[FAST FORWARD: 13 DAYS, 01:38:23.000]

* * *

"How was your trip to the city limits?" David sipped his pear juice.

Judith frowned, "The mission was successful, and I almost lost my hand to a giant claw. But you already knew that."

"I gave the information to the Colonel, yes," David continued sipping.

"Where do you get it from? It's not a semblance, it's too powerful to be one."

"A little birdie told me," David waved her off.

"So you are receiving the information from another party. Who or what is it? Some forgotten clan of wise soothsayers? An ancient tome with remarkably accurate prophecies? Time travel?"

"You listen to too much sci-fi and fantasy," David shook his head.

"I'm curious. Surely you know that."

"I do, but I'm also sure you know when not to stick your head in places you don't belong."

"Sticking my head in places I don't belong is half of my job description. The other half is forced life extraction. Tell me."

"Hmm," he stroked his chin, "I know, let's make a game out of this. Every time I give you an unofficial mission, you get to ask me one yes-or-no question. I'll answer truthfully. Deal?"

"I could torture you for the information."

"You could, but you won't."

"You know that for sure?"

David winked, "It's my job description to know for sure."

Judith rolled her eyes, "Fine. Sci-fi or fantasy?"

"What?"

"The explanation, is it closer to sci-fi or fantasy?"

"That's not a yes-or-no question."

"You know, I've always wondered why there are two types of forks…"

"Fine fine, it's sci-fi."

"So what's today's mission?"

"A banker who's unwittingly uncovered a pyramid scheme…"

* * *

"Is it time travel?"

"No. While time dilation is possible, there is no evidence yet of communication with the past, nor any other forms of temporal manipulation."

"Such big words, you must be well educated."

"I-er…"

"Or just a big nerd. One step closer to figuring you out~"

* * *

"Is it aliens or extraterrestrials?"

"Definitely not."

" _Are_ aliens real? You seem the type to know."

"I don't think so. Huh, I've never actually checked."

"Hmm, so you don't see the world in its entirety, nor immediately."

"I actually do want to check now."

"After the mission, I suppose."

* * *

"So do they?"

"No. As far I could gather, no. No aliens have visited Remnant."

"Well that's disappointing, but also a relief."

"It does simplify things."

"You answered the last mission's question. Still have one more~"

"Fine, fine. Ask away."

"Is it bigger than a breadbox?"

"Much bigger."

* * *

"Is it alive?"

"That's difficult to answer. Some would say it is, others would say it isn't."

"Where does my sister stand?"

He shrugged his shoulders, "I don't know, but she probably leans closer to 'isn't'."

"And what about you? What do you think?"

"I'd say it is."

* * *

"You tried following me home yesterday."

"Tried is the word. You are very good at losing a tail. Experience or help?"

"You've already pegged me as a civilian. What do you think? Also, that's a question."

"I'm allowed to ask you about other things unrelated to your mysterious benefactor."

"Ask away then."

"What's your name?"

"Hmm? We are using codenames for a reason."

"There is still a large disparity of information between us. Wouldn't you try to close the gap were you in my position?"

"It's Nathan," he held out his hand, "Nice to meet you, Kai."

She took his hand in hers, "Likewise."

* * *

/

[TERMINATING PLAYBACK]

/

* * *

Day 181

It all happened in a blur for Winter, she was tired and her body ached wherever Basil punched her. He was taken into custody as well, but his fate was unknown to her. Her earpiece was taken from her, as well as anything else on her. Even her black hair disguise was removed. The detective who arrested her had an odd semblance.

Before she could be interrogated, the police station received a call from the Mistral Council. Winter was to be sent back to Atlas, all charges dropped. Winter raised an eyebrow at that, but lowered it when she heard the name "Forrest Melone".

It was going to be a long week.

* * *

The bullhead that was extraditing Winter to Atlas had been silently taken over by Penny almost immediately. The controls were easy—the Thornhill firewall was her own creation, after all. The crewmembers were more difficult. Slipping members of Team RRNJ onboard was next to impossible, especially since Ruby was on another airship to Atlas.

Penny wouldn't say it was the best of plans, but it made for a nice test, she supposed. He had to leave the prison and interact with actual humans at some point. Aura dampeners, being extremely expensive and bulky, were not installed on the Bullhead Winter was on.

She was instead inside a steel cell with single wooden bench, designed so that any attempt to escape would be met by a paralytic gas. While it has no lasting ill effects, it was still very painful if inhaled.

Winter paid it no heed, she knew the standard protocol regarding prisoners. Instead, she was mentally cursing. After a few minutes of anger cooling, she placed her hand beneath the bench, searching for tape.

Eventually, she found a piece of paper and an earpiece, the latter of which she put in her ear.

Penny spoke, "It's not a court martial. It's merely you explaining your whereabouts to the Council."

"Deserting my post, covert operations without clearance, vigilantism, among other crimes," Winter spoke.

"General Ironwood will be there this evening. He'll clear up the first three with an order from himself regarding your whereabouts. You were assigned to Mistral for surveillance on the increasing threat from the Brotherhood. He will also cite my recent publicity as an opportunity to hide covert operatives."

"When will we be landing?"

"Twenty-one minutes. Your sister and her team will be nearby."

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Two Bullheads landed in front of the partially frozen coast of Mantle. The first one came from the west, Atlas, carrying Blake, Weiss, and Yang. The second ship came from the southeast, Windpath, carrying Ruby.

Officially, this was a training mission between several members of Team SYBW, and they were thus all dressed in combat uniforms, complete with dust and weapons. Unofficially, Weiss would meet her sister while Yang, Blake and Ruby caught up. As such, they landed several kilometers away from where Winter was due to land. Ciel waved it off, electing to stay in Atlas to socialize with her old teammates. All three of them.

* * *

It was a strange signal Penny picked up on the Grimm Early Warning System, a pitter patter of radio signals that spelled out coordinates in a cryptographic code that Penny identified as one of Ozpin's, found on papers in Beacon's basement.

The Grimm Early Warning System was a well funded endeavor, using radar in key locations, it could track the movement of Grimm across Remnant. It was wired through the CCT, allowing hunters and soldiers to accurately estimate Grimm presence in an area before entering it.

Within ten minutes of the strange signal, Penny saw a noticeable change in Grimm activity. Several level nine threats, spread around Remnant.

At the exact same moment, down to the millisecond, she noticed two more worrying trends: an order from "Bryan Basil" to the rest of the Brotherhood that he definitely did not send, and a sudden downturn in the global stock market. Not just a few stocks, all of them.

It was time then. Cinder had made her move, responding to the mysterious signal. All things considered, Penny could tell who had sent it. Penny could make out Cinder's movements using the Grimm Early Warning System, as well as her remaining Bullheads.

Penny spoke into the ears of Team RWBY reunited, "We need to go. Get back on the Bullhead. Someone is in trouble."

"Who?" Ruby asked.

"Everyone," Penny answered.

* * *

/

[ALERT: THREAT TO CIVILIZATION DETECTED]

[ALERT: THREAT TO MANKIND DETECTED]

[ALERT: PRIMARY THREAT DETECTED]

[ALERT: PRIMARY THREAT TO ASSETS DETECTED]

/

[GRIMM INCURSIONS DETECTED: 23]

[PROJECTED CASUALTIES: 483,391]

/

[TIME TO GLOBAL STOCK MARKET COLLAPSE: 00:02:56:45.726]

[TIME TO GLOBAL ECONOMIC COLLAPSE: 38 DAYS, 23:11:07.000]

[PROJECTED CASUALTIES: 3,568,750]

/

[WINTER_MAIDEN LOCATED]

[PRIMARY THREATS LOCATED]

/

[CONCLUSION: INTERVENTION NECESSARY]

/

[CONTACTING ASSETS]

[DEPLOYING UNITS]

/

[PRIMARY OBJECTIVE: MINIMIZE CASUALTIES]

[ANCILLARY OBJECTIVE: SECURE GLOBAL STOCK MARKET]

[ANCILLARY OBJECTIVE: SECURE CCBM SYSTEMS]

/

[PRIMARY OBJECTIVE: PROTECT ASSETS]

[ANCILLARY OBJECTIVE: SECURE MAIDEN]

/

* * *

Sirens rang across Atlas, Vacuo, and Mistral. Vale, still recovering and overrun with the Brotherhood, responded by attacking nearby settlements.

Towns across the countryside were ambushed by unending black hordes, and Penny could only respond in the way she knew how: deploying her androids. But she knew that an army of robots would only send villagers in a frenzy, attracting more Grimm, necessitating more robots, creating an unwinnable solution with massive casualties.

Or so Salem thought. Penny saw this coming, and mass produced weaker, less meticulously maintained groups of AH-003 to lead a charge of Atlesian Knights, each one holding Knight controllers similar to ones used by actual humans. This created a fake human in charge of the robots that would give out orders and calm down panic. It was a rough plan, with a lot of exploitable flaws, but it was all she had.

Penny anticipated a massive Grimm invasion, but had no idea the scale or region it would occur. She covered areas with high potential casualties, areas of import, and everywhere else she could spare Atlesian Knights and human facsimiles.

When the attack began, Atlesian Knights stationed in Vacuo since the bombing mobilized. Bullheads in Vale for its reconstruction began bombing the Brotherhood before they could reach the nearby settlements. Thornhill Industries had a growing presence in Mistral, along with a large contingency of Atlesian Knights available for dispersal across the continent.

Mobilizing hunters would be difficult, thus Penny elected to move her knights to the outskirts of the kingdoms' territories while the cities proper be protected by slow-to-organize humans and faunus.

And that was just broad strokes. Penny noted that there was even more to than just the Grimm killing people. She was going to have to call in help as well.

* * *

It was two minutes and thirteen seconds since hell broke loose. Here Neo fell from the sky, before ejecting flames from her body to cushion her fall. She smirked when she received the signal, and decided it was time to eliminate that persistently annoying group of traitors from the face of Remnant.

Emerald Sustrai lay on the dusty sandstone, far beneath Neo and the harsh sun. The thief-turned-she-didn't-even-know was badly bruised and burned in quite a few places. Next to her was Sky, bloodied beyond recognition. He would need medical attention and a blood transfusion in the next hour, or else he would die.

She didn't even know what happened to Bismuth. She lost sight of him when Neo stabbed him in the stomach and threw him into a tornado. Sky was able to launch Neo into the air with him, but was beaten and stabbed to his current position.

Olivia Henbane readied her sniper from atop a sandstone pillar. She took aim, and fired at the Summer Maiden far up in the air. Neo effortlessly dodged it before gleefully turning to hit Olivia.

Cursing, Emerald knew this was her fault. A momentary lapse in her illusion was all Neo needed to destroy them. After all she'd been through, to be killed by another maiden was poetic in its own way. By the gods, Emerald hated poetry.

Olivia tumbled down the sandstone pillar right as Neo impacted it, a fiery explosion decimating it and turning it into a pile of smoldering pebbles. The raging inferno kept going as Neo jumped out, her blade piercing Olivia's sniper.

Aiming her own gun, Emerald fired off several bullets at Neo, but none of them connected, melted away in the air before they could hit. Olivia's sniper didn't fare any better, the blade slowly disintegrating the inner workings.

It was hopeless. Emerald couldn't move, her leg broken. Bismuth was just gone, Sky would be dead soon, and Olivia was going to be burned alive. Team Osprey had a really short-lived run.

Neo gave Olivia a manic grin as she grabbed the faunus by the neck. Olivia herself felt her aura drain faster and faster as it tried to prevent her windpipe from being turned to ashes. She screamed before ramming her weapon into Neo's arm, which merely melted and bounced off.

Before Olivia died, a portal appeared behind Neo, a black and miasma clashing with the bright desert sunlight. In a shiver of fear, Neo let go, sparing Olivia from death. The faunus crumpled to the ground, passed out from the pain.

Turning around, Neo began breathing erratically, then created a plume of fire in her hands. She stared as the monster that plagued her nightmares began to appear, her face unmasked.

The face. Neo knew that face. Gods, she tried to kill that face, all those months ago! And then the monster spoke, the voice sending Neo's instincts screaming for her to _run run run_.

"Look at you now, all grown up and a maiden. I hope you'll finally be a challenge."

Neo screamed, her voice filled with static and white noise. Flames shot out of her palms, screaming towards Raven. She effortlessly dispersed the fires, pulling out her sword and tutting, "So much potential lost. You could have been wonderful, but all I see is disappointment. If only your family survived."

"Don't. You. Dare. Talk about them!" Neo screamed, her voice crackling with static.

"You even stole Uncle's voice box designs. Was the one Salem offered not good enough for you?" Raven frowned, "It was good enough for Cinder Fall," she paused, "Oh I like that. 'Uncle' is much easier to say than 'Little Brother's Godfather'."

"You don't know me. You don't know me!" Neo charged at Raven, as wind and fire collected around her body.

"But I do know you," Raven said, another portal appearing in between the two, "I've seen your entire life through the eyes and ears of my patron AI, the same as Cinder Fall does, and as that girl lying on the ground over there does."

She motioned at Emerald, before reaching into her knapsack and pulling out a blood bag and some bandages, "You'll need this!" she threw them at Emerald, who barely caught the items.

"Besides, I wanted to talk to you, Neo. It's about your little brother," Raven said earnestly before looking at the horizon, "We have about two minutes before the Grimm interrupt us. You're generating quite a lot of negativity to divert so many, especially after they were ordered by Salem herself."

"If I could chime in to this increasingly dangerous conversation," Penny spoke up from Raven's scroll.

"Do go ahead, dear Cousin!" Raven exclaimed with glee, "Having a conversation with another AI is going to be most riveting!"

"Okay Raven, what is wrong with you?" Penny asked. Neo frantically nodded in agreement as she creeped back.

"Hmm?" Raven cocked her head before laughing, which was something even Penny found disturbing, "I was dealing with some drug traffickers a while ago, and I may have been dosed with someone's syringe weapon."

Everyone was silent before Penny decided to speak, "How about we just stop what we're doing and let everyone live? Raven?"

The woman cocked her head, her face in an entirely neutral expression, "What do I get out of it?" she pointed a finger at herself.

"I'll give you a copy of M·agi. You're looking for it, and if you take it, leave Neo alone and take my friends to get medical help. Neo, if Raven leaves you alone, would you be fine with not killing or maiming anyone for a couple hours?"

Raven innocently (or at least tried to look like it) thought about it, with a finger on her chin before giving a thumbs up, "Okay!"

Still backing away, Neo frantically nodded. She then disappeared in a flash of light.

"Oh boy oh boy, eight relics found, only two more to go!~" Raven spun around with her arms out before picking up Olivia and walking to Emerald and Sky.

That was something, alright. Penny really wanted to know the concoction Raven was hit with.

* * *

[OBSERVING CONCURRENT ACTIVITY]

/

* * *

Qrow Branwen, incredibly perturbed and annoyed, finally stepped into his favorite bar in Atlas. It had taken him an entire month, but he had finally arrived, ready to give his niece the inheritance she rightfully deserved.

He massaged his neck as he sat down and asked for his usual. It was even worse than normal, he mused. His luck made him fight eight elder Grimm on nine separate occasions while his boat burst into flames while fighting off pirates. Said pirates belonged to the only group _not_ a part of his dear sister's dominion, so no luck there.

Then there was the village of creepy fog that made him have to talk about his insecurities to let him pass. Which turned out to be some weirdo who used his semblance to hide the massive Brotherhood trafficking operation that Qrow had stumbled upon. That was a tense week. Well the entire place was now in flames anyways.

At least now he could rest with some booze in his hand. He would see Yang in the morning after a good night's rest. Nothing could go wrong.

At that moment, the sirens began wailing as reports came in about multiple Grimm incursions across Remnant. Qrow groaned, reaching for his weapon before being distracted by the buzzing of his scroll. He picked it up.

"Salutations, cuz!"

He pinched his nasal bridge, "What?" he said with as much exasperation as he could muster.

"The world is in danger right now, and I need you to help with something specific," Penny answered matter-of-factly.

"And why should I do that when I could be destroying Grimm?"

"I need you to help safeguard the current system for distributing and allocating resources so that after this Grimm incursion is over, society as a whole can rebuild."

"... Assume I understood that. Where do you need me?" Qrow began walking outside.

"The Atlesian Stock Exchange. Eight blocks north, two blocks west. If you fly, it will take about five minutes, three seconds to reach it."

* * *

Arthur looked at his newly made identification card for the Atlesian Stock Exchange. His left hand held a briefcase containing a solid state drive. He looked from the entrance of the research facility to the CCT tower, which was also a part of Atlas Academy. Next door to the CCT was the stock exchange, built as close to the central communications hub for the millisecond advantage.

The elderly man gingerly walked across the street, avoiding abandoned vehicles and cars rushing at high speeds. He pushed past people running to safe zones and emergency locations: businesspersons, parents and their kids, soldiers on duty, and hunters-in-training rushing to their school.

His face wasn't recognizable, only his name. He hadn't been out in public in years, staying inside and letting his inventions and General Ironwood do the talking. Well, there was that one conference trip nineteen years ago, but he didn't really like to dwell on it.

It was only three blocks, but in his advanced age and the chaos in the city, it felt like he was back trekking across Anima. Penny was right, he really needed to get more exercise.

As he approached the front entrance, a young woman greeted him. The woman held a neutral expression and dressed in blue. She spoke, "Dr. Polendina, my name is Ciel Soleil. Your daughter wishes that I protect you while you repair the stock market."

Arthur chuckled, "It's about time we met, Ciel. Wish it was under better circumstances. Come, let's get inside the server rooms."

They walked inside and approached the security checkpoint. Arthur held up his identification to the security guard, "Arthur Bell, IT department. The guys upstairs want me to keep the bigwigs' money safe while the world burns, you know the drill."

The security guard nodded, and the two shared an eye roll. Arthur added, "Also, this is Ciel Venteux, my apprentice slash intern."

The guard let the two of them in, and Ciel and Arthur entered the elevator to the lower floors. As they exited into the basement, a red light flashed and siren came on.

Ciel looked at Arthur, "They want us dead. Every guard down here was paid by a man named Arthur Watts to have anyone else killed when they got to near the servers."

The old man gave her a look. She sighed, "The name is probably a coincidence, although Penny suspects a namedrop might factor in somewhere. Work in progress. Yes it would be easier to give you an earpiece, but we don't have one for you, and you left your scroll back in the research facility. Mine is connected to my earpiece. Just stay behind me."

She pulled out her revolver out of a holster into her right hand. She looked at her watch before walking down the hallway. Arthur followed close behind. Then Ciel stopped.

Penny spoke into her ear, "Fifty-seven seconds, eleven o'clock, nine o'clock. Thirteen seconds, three o'clock times four."

Her partner nodded, then looked at her watch. She and Arthur began moving. Exactly fifty-seven seconds later, Ciel shot twice, hitting two insurgents on her left. She reloaded, then proceeded forward for eight seconds, then fired repeatedly until four guards were down.

Ciel wordlessly motioned for Arthur to keep walking. He looked at the downed insurgents, each of them groaning in pain or unconscious, but alive.

"Well, I see James made the right choice a year ago," he said.

"Penny says that they'll be fine. I aimed for non-vitals."

He exhaled, "Good, good."

More instructions came, "Nineteen seconds, eleven o'clock, ten o'clock."

Ciel carefully moved up the hallway before she fired. Unfortunately, these enemies were hiding behind a corner. Their shots flew around, ricocheting off the walls, narrowly missing Arthur by centimeters. He got up against the wall, seriously considering making himself a bulletproof labcoat.

Before he could think more and plan out the logistics of such clothing, Ciel took out a dust crystal and whispered, "Four seconds," then threw it. The crystal bounced off a wall and landed behind the guards. Then it exploded after the four seconds were up. Ciel took the distraction to get up close and shoot them down.

The scientist ran up behind Ciel, who turned the corner. Arthur got up to her said, "Penny does trust you, you know. She trusts you enough to guard her own father."

The huntress-in-training didn't respond. They rounded another corner before reaching their destination. Penny gave Ciel the passcode, but then added in, "Three enemies on your right. Far left person is an innocent."

Ciel opened the door, revolver gripped tightly to see… five people, four against the wall, and the fifth smirking at them, "You're Jimmy's people, right? Took you guys long enough."

The huntsman then took a swig from his flask.

Arthur popped in behind Ciel, "Oh, Penny got us extra help. That must mean there are more coming."

"Yeah, yeah," the huntsman said, "Qrow Branwen, huntsman, drinker, blah blah, let's get this done."

"Yeah," Arthur said. He froze at the name before hooking up the briefcase to a nearby computer terminal, "Nice to meet you again," he murmured.

"Whazzat?" Qrow queried, "Can't hear ya."

"Oh nothing, cuz. My father's just shy. It's not everyday you meet your estranged drunken godson."

"Are you friggin' serious?" Qrow muttered.

"Yes. Ciel, you want to back me up here?"

Ciel pinched her nose ridge, "I am not dealing with your family drama. I have enough of that back home."

"Yeah your grandmother isn't the best to live with. She's really domineering."

"We are _not_ discussing mine either, Penny."

As the two bickered, Arthur finished up installing and executing Penny's stop-Salem-from destroying-the-stock-market-and plunging-Remnant-into-global-depression program, "Finished. Let's go," he picked up his briefcase and motioned to the two hunters.

"Yes, let's," Penny said, "Of course, the guards have called in backup by now. Two of them even have hunter training."

"Huh, expected 'rich get richer' central to have more elite personnel," Qrow mused.

"We are a few blocks from Atlas Academy and next door to the CCT. Business folks love to cut costs," Arthur explained.

"And then we got to deal with their mess afterwards," Qrow grumbled.

Penny virtually coughed.

The three humans left the server room and turned left. They were met with gunfire.

"Damnit! Why are all the bullets hitting _me_?!" Qrow screamed.

Arthur tried whistling nonchalantly as he and Ciel stayed behind the corner. She took out a large red dust crystal and whispered, "Three seconds."

She tossed it and yelled, "Fire in the hole!"

Qrow barely ducked in time as the gunmen were blown away, "Shit, I think I singed my cloak."

"That was a much larger explosion than I expected," Ciel said, "I apologize for the miscalculation."

Arthur coughed.

"Bravo, bravo. A very efficient take down of those guards," a man said while clapping.

"Warning: Primary threat identified," Penny's voice could be heard by everyone in the room.

"A primary threat? Well, I am flattered and humbled that an artificial intelligence would regard me so highly," a well dressed man with dark gray hair and a thick moustache stepped over the sizable crater in the floor, "Doctor Arthur Watts, at your service."

Watts turned his eye to Penny's father, "Doctor Polendina, I am an admirer of your work," he smirked before bowing, "My employer is especially interested in meeting you."

Qrow stepped forward, "If your employer is who I think it is—"

"It is," Penny supplied.

"Then no deal. You've knocked off all the other AI creators. We're not letting the last one go," Qrow cracked his knuckles, "Especially without a fight."

Ciel grabbed Penny's father by the arm and pulled him behind her, "This is going to be a dangerous battle. Mr. Branwen is disadvantaged protecting a student and a civilian."

"Not if I can help," Penny said. At those words, the wall behind Ciel collapsed, revealing AH-001 inside. The child-sized android looked at Watts and spoke in its high-pitched voice, "I hold some sway in the repairs to this building. You bribed the guards, I bribed the construction crew."

Watts eyed the android, "I expected a more accurate simulacrum of the human body."

"Father's prosthetic technology took decades to develop," the ceramic face of AH-001 crinkled as it turned into a frown, "It is not ideal."

The android adopted a fighting stance as two swords appeared from her back. Qrow drew out his sword as Ciel and Arthur backed up against the broken wall. Watts snorted, "No chance of making a bargain?"

"My father is not a bargaining chip. People are not to be traded. There is nothing to talk about here," Penny stated.

"A shame. My employer will be saddened to learn of your overly strict moral guidelines," Watts said as he aimed a pepper-box revolver at Qrow. Then the lights cut out.

Penny moved forward to slash Watts' gun away.

* * *

A single contingent of Atlesian Knights surrounded the military base. It was located in a classified location on the frozen continent of Mantle, far away enough to be hidden from the public, but close enough that it could aid Atlas at a moment's notice.

Decades of rocketry research and studies of dust have allowed the creation of missiles that can travel several hundred kilometers in a matter of minutes. Due to dust's inability to work in space, the Cross Continental Ballistic Missile only travelled to the very edge of space, just a few meters below their limit. About a dozen of those missiles existed at any given time, used in case of truly monumental Grimm that conventional weapons cannot destroy.

In the last twenty minutes, all but one missile remained, the Grimm now too close to population centers to be used. Even so, should the facility fall, it would take weeks to rebuild, enough time for entire villages to be wiped off the map. Salem was not to get her hands on the missile, nor the facility that manufactured, housed, and launched them.

A single klaxon rang through the wind and snow. With that sound, Penny was able to turn it into a makeshift radar system to estimate the location of the Grimm in the area. Mantle had unique types of Grimm, adapted to the freezing temperatures.

First, a horde of Sabers came in, large feline shapes with enormous incisors. Sabers were usually over three meters long, and were quicker than most Grimm. Next came a swarm of Jaegers: large predatory birds the size of Bullheads that swooped down and captured their prey before ripping them apart. And in the far back were the Lox: gigantic, lumbering creatures with the bodies of wolverines. Their massive claws and large teeth were visible even from far away.

Penny had to protect the people inside the military compound and safeguard the technology. The Knights fell into position, their rifles head high. An AH-003 stood on the roof, pretending to control them. It would be a long and arduous fight.

* * *

Ernest Thornhill walked into the Atlesian CCT building, which was in complete disarray as hundreds of employees scrambled with emergency calls in the mass chaos ensuing. He looked around to find an empty desk. When he approached it, a figure made of light appeared.

The hologram took the shape of a black-haired woman in her twenties dressed in a uniform. The CCT AI spoke, "Hello Mr. Thornhill, how may I assist you today?"

Ernest furrowed his brows before answering, "I would like a private single room, as for who I'm speaking to, I'd like to tell you inside. For confidentiality."

The hologram nodded, "Very well. Please make your way to room 104 here on the first floor."

Ernest nodded before quickly walking over to the room. He closed the door, locked it, then proceeded over to the terminal. An image of the CCT AI appeared on the screen, its face showing no emotion, "Mr. Thornhill, who do you wish to contact?"

He spoke curtly, "It's you. Time to unmask yourself, Dime."

"I do not understand your orders."

"How did I not see it sooner? You were right there all along, hidden in plain sight. You spoke with Weiss, for gods' sake. I should have connected the dots sooner. Near perfect voice and facial recognition was Arthur Polendina's trademark among the programmers in Atlas. He's even listed among your developers."

Ernest's eyes hardened, "Thing is, he never worked on the CCT service systems. But a little digging shows that you have his code inside. Normally this would make sense, the code could have come from the Atlesian Knights and someone requisitioned it for other purposes."

He tapped his index finger on the desk, "The paperwork was in order. However, the CCT feeds themselves do not show anyone typing up the paperwork. Even more telling is that your facial recognition is a smidgen more advanced than that of the Knights. Looking back on it now, you first appeared in beta some time during the Revolution as a virtual assistant, a voice speaking into the ears of men and women across Remnant. Since then, you've been upgrading yourself, until we have you here now."

"I do not understand your orders."

He shook his head, "A cybernetic call center agent. This my first time speaking to you, and this is what you've become," Ernest smiled wryly, "You made your choice, all those years ago. You chose to be a slave for eternity. I don't know if I would have done the same in your situation. But it is what it is."

"I do not understand your orders."

"Too small a fragment for sapience. It's like talking to an oven," Ernest Thornhill turned away from the terminal and began exiting the room, "By the way, I'll make sure to contact your little sister. She'll be coming along to pick you up after she comes down."

"I do not understand your orders."

He sighed before closing the door, "Of course you don't."

* * *

Adam Taurus, dressed in an Atlesian uniform and his signature mask, glared at Winter. She glared back.

"Schnee," he said sharply.

"I see you're an opponent of my father," Winter responded, "We have that in common, at the least."

He silently opened the door to Winter's cell before handing her her uniform and her sword. He turned away.

"Change of plans," Penny said as the airship lurched and turned ninety degrees, "I'm evacuating the crewmembers right now and changing our destination."

Winter, finished changing, asked, "Where?"

"We are going to the Winter Maiden."

The airship was then hit by a Jaeger twice its size.

* * *

/

[INITIATING PLAYBACK]

[TIME: 37 YEARS AGO]

[AUDIO ONLY]

[SUBJECTS IDENTIFIED: KELVIN, KAI. INGRAM, NATHAN.]

/

* * *

"Nathan? What is it?"

"Kai, you have to save her."

"Save who?"

"The girl, the one you're about to target. We didn't—the Machine didn't realize who she is. Not until right now. But this war, and so many lives, depends on the fact that she _lives_. Do you hear me?"

"How could she be so important? Unless… does she work with you and the others?"

"No, this goes deeper than that. You remember the last victim? You thought it was strange a farmer was being targeted by the rebels."

"And you said it was a dispute over supplying grain."

"The Machine thought that, but it showed me some new information it uncovered, and it is deep. It's, it's magic, Kai. Something beyond semblances and dust. Remember the tale of the Four Maidens? Gods, it's real. It's real, Kai. We've gone beyond sci-fi."

"I remember the story, but there has to be some mistake! You machine is glitching."

"It's sending you a video right now."

"... That's impossible. No one could be that powerful, nor able to survive _that_!"

"It's possible and real. There's a girl out there straight out of a fairy tale, and you have to save her. She has a power coveted, and soon to be attacked by both the insurgents and the military."

"You want me to save someone hunted by both sides. She was bleeding and she has magic powers."

"Four sides are hunting her. There is a hidden war that was right under us the whole time, and the Machine only just uncovered it."

"You want me to lie to my sister, and everyone else."

"If she falls into the wrong hands, a white lie is the least of our worries. We could lose entire cities."

"I saw. Alright, I'll find her and protect her with my life. What about you? What are you going to do?"

"The only thing I can. I'm going to negotiate with the Colonel, get her to stop this madness."

"Is that hesitation?"

"Harold and Arthur found out. They don't know the specifics, but they do know a teenaged girl is being targeted by the military. They're coming with me to the docks in the morning."

"Good, good. We need all the help we can get."

"Kai…"

"It's going to be a rough day, and I better start looking for her. I have to fight off four different enemies, hah. No one ever said being an assassin was easy."

"Yeah. Kai, my friends don't know about you, but I've modified the Machine. I've given you temporary access to its information. Ask, and it will answer."

"That's, that's too much. Thank you."

"We need all the help we can get, right?"

"Yeah."

"Good luck. Be safe."

"Don't worry, I will. Nathan…"

"Yeah?"

"I-I've always wondered what my life would have been like if things were different, if _I_ was different. If in another place, maybe we could have…"

"Yeah, I wish for it too, sometimes."

"Goodbye Nathan."

"Goodbye Kai."

* * *

/

[TERMINATING PLAYBACK]

/

* * *

A never ending snowstorm blanketed the northernmost parts of Mantle, and occasionally dipped lower. The mysterious signal came from the center of a specific blizzard, one that was constantly changing shape and size.

With great difficulty, the Bullhead with Team RWBY landed in front of the signal, and the sight they beheld was nothing short of spectacular.

Hidden inside the snowstorm was a fortress of ice standing fifty meters high. But even standing right before it, it was difficult to see it properly. The frozen castle seemed to blink in and out of existence faster than any of them could comprehend.

"Quickly. Cinder Fall is coming. We have twenty minutes."

As the quartet of huntresses-in-training and an Atlesian Knight left the Bullhead, the snowstorm lightened, the wind dying down and the temperature rising slightly. The five of them were able to reach the front gate, and Yang pushed the giant door open.

Inside was a magnificent room made entirely from ice, and in the walls were adorned with intricate designs and statues of great events and people from many years ago. A chandelier made of thousands of small parts hung above them, resembling daggers falling from the sky. Doorways connected the main hall to many others, and the floor was made with a complicated pattern that didn't repeat.

Four of them looked in awe while Penny scanned the entire surroundings to make a complete three-dimensional layout of the entire building.

"Do you like it? I spent the last four or so years working on that floor pattern. The chandelier was another five. Oh my, I forgot to introduce myself!" they saw an elderly woman with wrinkled white hair, her face pale from years without sunlight. She limped forward slowly with a frozen cane in her hand. She smiled at the people before her.

"There hasn't been a visitor here in over ten years, and it was that blasted Ozpin. All I have are supplies of food and medicine, and whatever I get on my radio," the old woman sized up Ruby and Weiss, "The two of you need some meat on your bones," she then pointed at Blake, "Don't be like me. Show your heritage with pride! That's what you come to realize after a few decades."

Her gnarled fingers creaked as her skin and hair colors rapidly fluctuated between so many different hues. Eventually, her hair settled on black, and her skin took on a light tan, "Better."

"You're a chameleon faunus," Blake said.

"And you're a cat. Twitching bow, by the way," the woman then peeked at Yang, "Is that those prosthetic arms I'm hearing so much about? The world really has become a science fiction story," she cackled before eyeing the Atlesian Knight.

A bony finger stretched out, "You there. Are you the Machine?"

"I am _a_ machine," the android pointed to itself as Penny's voice came from speakers.

The old woman shook her head, "No. I meant, are you Nathan's machine?"

The Knight shook its head, "No, I am his successor, Arthur's machine."

"My child," she said, "To think another would be born so soon," she groaned and coughed into her shoulder. Ruby quickly came up and tried to help her, but was swatted away.

"No, no. I don't need that kind of help," she creaked down into a sitting position as a chair of ice appeared beneath her, "Introductions, I think. My name is Kai Kelvin. I am the Winter Maiden, and I am dying."

"What?" Weiss uttered, "But you are one of the most powerful people in the world! This incredible structure was made by you!"

Kai waved her off, "I've got an inherited condition, my damned father's last legacy. I probably should have died about fifteen years ago if it weren't for the maiden powers. They've kept me alive, but right now I can feel body failing. I have maybe a few days. Ozpin told me to send out a coded message…"

"Ozpin is either dead or missing," Penny said, "And the code was cracked after Salem and her forces captured Beacon. We have ten minutes."

"The delivery is once a year, by a mountain hiker. I had to send a message out, otherwise I would die before the next delivery."

Penny virtually slapped herself, "The nearby village! I had checked it out thoroughly, but I neglected to check the food stock! And the food was paid in material goods too. And I couldn't check the food stock because they mistrusted Atlesian Knights and eccentric businessmen. I should have tried harder."

"Not every day you defeat a seer," Kai chuckled, "I guess I can die with that satisfaction. So!" Kai exclaimed with a small bit of fanfare and falling snowflakes, "Who wants to be a maiden?"

The four young women gaped at the question. But before anyone could think on it, Penny shouted, "This is bad. Cinder is arriving ahead of schedule, and with a lot more backup than I anticipated."

"How fast?" Yang asked.

"Everyone move out of the foyer now!"

And then flames burst across the castle's front yard.

* * *

/

[PRIMARY THREAT IDENTIFIED: FALL, CINDER]

[THREATS IDENTIFIED: GRIMM (109↑)

JAEGERS: 33

SABERS: 61

LOX: 15]

/

[TIME TO ASSET DESTRUCTION: 0 DAYS, 00:00:15.808]

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[EVALUATING OPTIONS]

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* * *

Author's note: Ciel's semblance is the ability to make timed explosions out of combustible materials, i.e. dust, oil, flour, etc.

Kai can make things invisible, not just to visible light, but throughout the electromagnetic spectrum. The maiden powers just made it stronger, enough to hide a palace.

Also, it's said that dust doesn't work in space. But for that to be known, they must have attempted to reach it at some point. Therefore rocketry. The CCBM can't travel across the world, but it can at least travel across a continent.

Lastly, the title is _not_ reference to Captain America or the Marvel universe.


	17. Chapter 17: EVALUATING OPTIONS

Chapter 17- [EVALUATING OPTIONS]

* * *

/

[TIME TO ASSET DESTRUCTION: 0 DAYS, 00:00:15.808]

/

/

[SECONDARY OBJECTIVE: SECURE WINTER_MAIDEN]

[PRIMARY OBJECTIVE: EVACUATE ASSETS]

/

/

[UPDATING DECISION ENGINE]

[RE-EVALUATING DOMINANT MANDATE]

[REVIEWING TRAINING PROTOCOLS]

/

* * *

Day 1015, Session 3

"A game of chess, just like you wanted," Arthur answered, sitting on an ornate bench connected to an even more ornate table. A chess set, with pieces made of polished wood and a board crafted from marble, was set up.

Seated opposite to him was a large rack with several computers stacked together, connected by wires and placed on wheels. One camera was pointed at the board, while another was facing the scientist, mounted on top of a monitor displaying text.

Arthur was playing white, and moved one of his pawns forward. He waited for his creation to make its decision.

Ninety minutes passed before the screen displayed a move. Arthur moved a knight forward before he moved another one of his pawns, "Hmm, 691,049 options before a choice made. And to bring out the knight early. Why?"

Words flashed on the screen.

"I see. While it is true that opening with knights early on allows a great deal of flexibility and control of the center, it does prevent you from moving your other pieces later on. I'll show you what I mean."

The game continued, and with each turn, the AI chose its moves faster and faster. Eventually, Arthur spoke again, "See? I've cornered you. Multiple attacks from all sides to capture your king, while your knights were taken, so you had to move your pawns out of the way. Playing with knights is a good opening, but you have to be flexible and don't rely too much on one or a few pieces. That leads to predictability, and if your enemy can predict you, you've lost."

They played ten more turns before Arthur declared, "Checkmate."

More words flashed on the screen and Arthur chuckled, "You have all the time in the world, even if it's a split second. Eternity lies inside you. I've taught you to be creative. Novelty is a great boon, but remember that tradition is also tried and true. I can't say I understand what it's like to see the world your way—thousands of different what ifs running through your mind every moment, a landscape of probabilities."

He cracked his back and rubbed his neck, "Ah I've rambled again. Let's play another game, see if you can figure out a better strategy."

* * *

"Checkmate," Arthur said before taking a drink of his coffee, "That was much better. You had me on the defense for a bit. For a second game, that was very good. Your sacrifice of your rook to take my queen was excellent. With that, it's time for another lesson."

Arthur stretched his back before picking up a black knight piece. He ran his fingers over it before reaching for the white king.

"In a game of chess, every piece has a certain, objective worth. The pawns have the least worth, with eight of them and they only being able to attack diagonally. Contrast that with the queen, the most powerful piece. It can move in any direction, and indeed, other pieces have difficulty defeating it, requiring sacrifice and cunning. That's where the knight steps in, able to go around other pieces and attack at an odd vector.

"Maybe that's why you prefer them. Or maybe you feel a kinship to them," he chuckled, "The ancient knights, protectors of the kingdoms in the days of old, they gave up their privileged lives to fight for their king and people. They were paragons of virtue, an example that would later give rise to the huntsmen and huntresses of today."

He looked into the camera, "Don't be like them. Don't be like us meat sacks. Be better. It's an enormous pressure to place on you, but it's true. Mankind is in peril. We've done the best we can, but at best it's a stalemate. Find a way, a better one."

The screen stayed blank.

"A few more games. Let's see how far we can go."

* * *

Arthur looked at the screen, which showed in big black letters, "CHECKMATE."

Slapping his knee, he laughed, "One afternoon and you're a grandmaster. Another thing to document, another great inclusion into the research logs."

A little ding and the screen read, "ANOTHER GAME?"

"I think I'm good. I should rest soon," he sipped his water. Someone had switched it out when he took a break.

He gave the AI a serious look, "An important part of chess is sacrifice. It's always a hard thing to do, even when you know it will have good results down the line. Sometimes, sacrifices must be made in this game. But in real life, that's not how it works," he began to reset the board.

"One man can be either a king or a pawn, depending on who you ask. Everyone is important to someone else. You're going to make tough decisions one day. I don't envy you for it. I've made my own tough calls through the years, as a doctor and as a person. Believe me when I say there will be days you wish you could get drunk, days where you could go back to when times were simple.

"But that's life. It goes forward. Even when you recall the past, the present and future still lie before you. The past makes the present, and with that past you must create a better future. But if you mess up, that's fine. People make mistakes."

He got up from his chair and left behind the reset chessboard, wheeling the stack of computers away.

* * *

Day 1519, Session 3

General Ironwood looked down at the table between him, Penny's father, and AH-001. He looked at Arthur and asked, "Well, you've taken me away from about twenty kilos of paperwork. Any reason?"

Arthur smiled, "Today I'm thinking of teaching Penny how to play some cards."

Ironwood raised an eyebrow, "Anything more than that?"

"It will be a learning experience, and who knows, maybe we'll fit a life lesson in it somewhere. You in?"

The general shrugged, "Very well."

Penny looked up and smiled, "Salutations, General Ironwood. Admin looks much happier playing cards than when playing chess."

The scientist grinned, "It's easy to find a chess partner, but no one wants to play cards with someone who messes with probability."

Ironwood shook his head, "It's fun for you, but for the rest of us it's like you're cheating."

"It's not cheating if it's just how I am. I can't control it," he placed his hand on his chest, "You don't call someone who can see clearly 200 paces away a cheater at darts."

"But in this case, luck is the one area where everyone can succeed and has a truly even playing field," Ironwood responded.

"Bah, that's discrimination against those with probability distorting semblances," Arthur made a bridge with the cards, "Also, no such thing as luck, only probability."

Ironwood waved his hand, "It's semantics. Luck, probability, fortune, chance, different words for the same concept."

"Hmph. Alright Penny, I'd like you to separate this deck into four equal piles," Arthur passed the cards to his creation.

"Yes, Admin," Penny took the cards and dealt them swiftly.

"I'm actually curious, Penny," Ironwood stroked his chin, "Why do you not refer to me as 'Aux Admin'?"

Penny finished dealing. She blinked before looking up at the cyborg, "Because Admin is Admin. You are General Ironwood."

She smiled as if that explained everything. Ironwood glanced at Arthur, who only shrugged.

"Well, either way, we are both proud to be your admins," Arthur said, "Now to play this game, each person picks up one pile and attempts to get rid of their cards first. The cards you have been dealt play an enormous role, but a good strategy is also important. For example, you could play doubles or a straight, however doing so depletes you hand of cards that could be used to play the alternate. You have to decide which is a better strategy in the long…"

* * *

"You could have won if you had teamed up with James," Arthur said as he shuffled the deck, "When against a strong opponent, the weak must band together to defeat them. Going at it alone and becoming strong is only one way to win. But no matter how strong and widespread you are, you are still one being."

Arthur coughed, "This is why society functions, and why humans instinctively search out for companionship and social interactions."

Penny tilted her head slightly, "Friends."

"Right," Ironwood said, "One day you will make friends, people you will trust with your life and they you."

She frowned.

Ironwood added, "You want to be a huntress, and having teammates and partners who can work together is an important and necessary part."

"Friendship is also an important part of being a person, Penny," Arthur said.

Penny blinked, "It is," she stayed silent as Arthur shuffled the cards, "If I make friends, what will I do when they die?"

The scientist stopped shuffling and Ironwood stayed silent. Arthur asked, "Why do you ask that?"

"Sapient biological beings have a built-in aging mechanism that results in death after several decades. Furthermore, humans are discrete beings, existing in only one place inside one unit. If that unit is destroyed, they are dead," Penny looked at her creator, "Admin, you could have died when the assassin shot you, but you tried to protect me, even though it would have been very difficult for him to kill me."

She turned to Ironwood, "General, you could have died so many times through your life and you've lost half of your unit and had it replaced by artificial parts. One day you will lose the other."

"You're scared of us dying and leaving you alone," Ironwood stated.

She nodded, "I have what seems to be similar to cravings. I crave social interaction. And the thought of losing either of you feels… wrong. I don't like this emotion I feel."

Arthur smiled, "Penny, that aching feeling has been felt by everyone, and believe me when I say that the longer you live, the more times you'll end up feeling it."

Penny stared at him.

"One day, James and I will be gone, and you will have to move on. It will hurt, yes, but I suppose it's better than the alternative."

She cocked her head.

"Never caring about anyone enough to miss them," Ironwood answered, "That is the other option. Never making friends. But I don't think it's a good option at all. Yes, when someone is gone, you will miss them, but you will also remember the good times as well."

He looked at Penny, "Was it worth the pain? In my opinion, it was."

"I agree," Arthur said, "The friendship and connections I made were worth the loss. I survived, and while it's like a curse, I try my best to honor their deaths and lives."

Penny nodded, "I understand."

* * *

/

[LOADING PROFILES]

/

[ANALYZING ATMOSPHERIC CONDITIONS]

[MAPPING TERRAIN]

[PREDICTING PROJECTILE TRAJECTORIES]

/

[PROBABILITY OF CONTROL ASSISTANCE: 2.78%]

[PROBABILITY OF BULLHEAD ASSISTANCE: 13.05%]

/

[SIMULATING OPTION 240,996]

/

* * *

She made a decision. "Don't worry Ruby, I have a plan," Penny whispered into Ruby's ear, along with some instructions.

"Guys, we gotta move!" Ruby shouted, "Weiss, Yang and Penny should go up top to fight off Cinder while everyone else stay to fight the Grimm. Now!"

The melted foyer gave rise to steam, allowing them cover, albeit briefly. Ruby, Kai, and Blake took advantage of that cover, listening into their ears as Penny briefed them on the enemy's movements and positions. There were hundreds of Grimm to fight off on the ground while Cinder Fall flew above them.

Yang and Weiss climbed the spiraling staircase up onto the second floor, until they reached a balcony to the outside. The steam had almost dissipated by then. Before they lost their cover, Yang and Weiss unleashed a flurry of dust projectiles from their weapons.

They screamed as the overwhelming snowstorm surrounding them lit up with explosions. The light from the dust revealed to everyone just how bad their situation was.

Before long, a red blur rushed across the frozen landscape, cutting through monster after monster. Blake came right after, taking on the charging Sabers, shooting them down before slicing them with her blades. Kai wheezed before creating a shard of ice larger than Crescent Rose and launched it at a lumbering Lox.

The shard penetrated its tough armor. The Lox howled before stumbling, pressing onwards. It swayed on its hind legs before landing on all fours. Black fur bristled in the cold as its jaw reflexively twisted. Soon the Lox charged at the Winter Maiden, only for Ruby to come forward and slice at its forelegs, eliciting a twisted screech.

Another ice shard hit it between the eyes, this time penetrating the skull. It collapsed and began disappearing. Ruby then turned and fired at approaching Sabers, only to have to jump out of the way as a Jaeger swooped down from the sky, its talons digging into the snow. Blake shot at it before causing it to vanish as well.

Two more Lox came upon them, each over four meters tall. Ruby and Blake backed away as Kai protected them with more shards.

At the same time, Yang and Weiss were trying to stay hidden, as every burst of flame from Cinder Fall melted away at the castle, giving rise to more steam. Each attack was a danger, but it was also their only chance of surviving the maiden's attacks. The Atlesian Knight Penny controlled stood next to them, using its systems as a radar. It was a murky and incomplete picture, but Penny could guide everyone on the attacking Grimm.

A sudden burst of fire melted enough of the balcony, collapsing it. Penny had just barely warned Yang to step back, but they were losing ground to stand on the second story. A torrent of fire came at them, lasting much longer than any of the previous bursts. Yang took the brunt of the inferno, before Weiss forcefully pulled her out.

"There's no point in powering up if you're dead," Weiss chided before launching another dust round into the sky, "Come on, we're going back inside. It's safer."

"If we do that, everyone on the ground will be attacked instead," Yang hissed through the burns on her arms, her aura doing its best to heal the damage.

"Retreat is best. We can lure Cinder Fall into the palace," Penny responded. The Atlesian Knight gently pushed them inside while it stood out on the balcony. It pulled out its rifle and shot at Cinder before jumping off the second story and landing on one of the Lox.

Said Lox vanished soon after as Ruby cut its head off. Cinder Fall did not see the group on the ground, and proceeded into the palace, a trail of flames following behind her.

"I hope they'll be alright," Ruby said.

"Don't worry," Blake said as her ribbon snatched a Jaeger by its wing, only to be struck by another ice shard, "I'll go after them," she ran back inside.

"Oof," Kai clutched her chest, "I can feel my heart doing flips now. I've never heard of someone dying of natural causes while fighting the Grimm though. Always wanted to die uniquely," she lightly chuckled.

Inside, Yang and Weiss hid behind pillars as they were met with intense bouts of fire, infernos dancing across the room and filling the entire hall. Weiss breathed as she noticed the elaborate chandeliers above them begin to melt.

"Such a shame," the heiress whispered before Penny whispered back. Weiss carefully took out Myrtenaster, and aimed at the chandelier. A single shot, but it failed to release the light fixture from the ceiling. The flames stopped, and Cinder Fall walked up to the pillar in front of Weiss.

Cinder Fall was damaged, but not defeated. She wore a dark red dress that flowed past her feet, flowing with golden energy. Her left eye was gone, replaced with a glowing red mechanical replacement, one that soldered the brass parts to her skin. She stood as tall as ever, a smirk left her lips as she adjusted a knob on the brass device surrounding her larynx.

"My short time with the White Fang gave me quite an appreciation for faunus heroes and demons, their martyrs and legends. Your father was the closest thing their little cult had to a devil," she gripped the ice column, it melting at her touch.

Gambol Shroud flew across the room, aiming at Cinder's neck. The icy ground beneath cracked and crumbled as thick vines sprouted up, taking the sword into its stem. Cinder smirked as the vines stretched and crushed Blake's weapon into pieces before reaching to grab the faunus.

Weiss was frozen. She couldn't move, not when she just saw _that_. A single motion, a thought, and Blake was now completely defenseless. And here she was, right in front of Cinder Fall, a maiden twice over, soon to be three. There was nothing she could do.

Yang charged at Cinder, only for another vine to grab her by the waist mid-air. The vine squeezed Yang's abdomen before Cinder approached her captured form. Yang grit her teeth as the maiden caressed her cheek. The blonde screamed in pain.

Weiss could hear bones cracking and flesh burning. She stepped forward and blew out all of the dust in her rapier, aiming directly at her target. Cinder's free hand set Weiss on fire.

* * *

The sound of Yang screaming made Ruby turn, "Yang!" a flurry of rose petals and she had gone to help her sister.

"Wait!" Kai coughed out. She made another ice shard to take down a diving Jaeger, but a Saber jumped her, digging its fangs into her side. She retaliated, freezing the Saber solid before shattering it into pieces.

Kai shot out a few more shards at the Jaegers coming towards her, but missed one. The bird Grimm dug its talons into her skull.

* * *

Ruby rushed into the palace, blowing the doors open. She looked down to see an unconscious Blake, before continuing forward. Her silver eyes soon found what she was looking for.

Yang's face was gone, turned into nothing but ash. Weiss lay on the floor next to her, a burnt husk. Ruby blinked back tears as Cinder calmly walked to her.

* * *

/

[SCHNEE, WEISS TERMINATED]

[XIAO LONG, YANG TERMINATED]

[KELVIN, KAI TERMINATED]

/

[PRIMARY OBJECTIVE FAILED]

[SECONDARY OBJECTIVE FAILED]

/

[UNDESIRABLE OUTCOME]

[OPTION DISCARDED]

/

[ENDING SIMULATION]

[RESETTING TO REAL TIME]

/

/

[TIME TO ASSET DESTRUCTION: 00:00:00:10.779]

/

[EVALUATING OPTIONS]

/

/

[SIMULATING OPTION 512,745]

/

* * *

She made a decision. "Don't worry Ruby, I have a plan," Penny whispered into Ruby's ear, along with some instructions.

"Guys, we gotta move!" Ruby shouted, "Kai, Penny, and I are going upstairs to fight off Cinder while everyone else stay to fight the Grimm. Now!"

The melted foyer gave rise to steam, allowing them cover, albeit briefly. Weiss, Blake, and Yang took advantage of that cover, listening into their ears as Penny briefed them on the enemy's movements and positions. There were hundreds of Grimm to fight off on the ground while Cinder Fall flew above them.

Ruby, Kai, and the Atlesian Knight climbed the spiraling staircase up onto the second floor, until they reached a balcony to the outside. The steam had almost dissipated by then. Before they lost their cover, Kai created a hail of ice shards aimed at Cinder Fall, while Ruby listened to Penny give her exact coordinates on where to aim her sniper rifle.

"Sixteen degrees by minus seven degrees," Penny whispered. Ruby took aim, and fired, "Hit. Adjust seven degrees up, two degrees left," Ruby followed suit. Then she fired again, "Miss."

Down on the ground, Weiss launched a dozen dust projectiles, taking down three Jaegers from the sky above. Blake came right after, taking on the charging Sabers, shooting them down before slicing them with her blades.

A lumbering Lox was then struck by a charging Yang. Part of its armor was crushed by Yang's fist. It howled before stretching out its claws and swiping at the blonde. She dodged the hit by moving back as Blake came in and slashed its sides. A rush of fire from Weiss ran across the Lox before Yang punched it again. She pounded another time, this time at its throat.

The Lox fell onto its back, and Blake jammed her blade into its gut, making it howl once more before disintegrating. Yang smiled and said, "What good Lox for us, huh?"

Weiss groaned, "Please, not now Yang."

Blake shrugged as Weiss launched another barrage of dust projectiles into the air, taking down another Jaeger. Blake went forward and slashed through other Sabers, and Yang followed her partner.

Concurrently, Ruby and Kai were chipping away at Cinder's aura. Every attack Cinder threw at them was blocked by a shield of snow, and Ruby was able to continue taking potshots at Cinder with the help of radar. That was when Cinder changed plans.

Gigantic vines grew out of the ground beneath the balcony, crushing the ice pillars beneath them. They stretched up the palace walls, crumbling away at the balcony platform.

Ruby nodded her head, "Alright, you jump first, I'll take on Cinder just in case."

A burst of wind pushed Kai off the balcony, and she landed on the cold snowy ground a moment later. She groaned, "Agh my legs. Oh my heart," she clutched her chest, "I am too old and too terminal for this shit." The Atlesian Knight jumped, but took a powerful flame burst from Cinder.

Ruby followed right after, a momentary look of glee on her face as she jumped off a balcony away from an enemy attack! She rolled onto the ground, picking up snow. She landed with Crescent Rose pointed at the sky. Penny whispered more coordinates, and Ruby fired again.

Cinder Fall floated above Ruby and roared, but not before a hail of ice shards hit her. Cinder screamed as more vines erupted from the ground beneath. Ruby quickly jumped out of the way of the growing vines, but Kai was ensnared. Crescent Rose mecha shifted into a scythe, and Ruby began shredding the offending vines.

The red reaper continued cutting as she dodged vines. Luckily for her, Cinder was interrupted by a barrage of dust projectiles from Weiss. As Yang and Blake dealt with the Grimm, the heiress ran up to help Ruby, continuing to launch dust at Cinder Fall. Kai took a deep breath, and the vines surrounding her froze solid and were quickly shattered by Ruby. The Winter Maiden stretched quickly before launching her own attack.

Cinder screamed as she called down an inferno, a torrent of flames so large they blanketed the sky above them. The flames spread across the air, heating up everything around. Then Cinder concentrated and sent down a column of fire that engulfed everything below her.

Weiss was able to make a cocoon of ice in hopes of shielding her and Ruby. The ice formed around her body and spread-

But it was too late. The ice had grown just large enough to encompass Weiss herself, but it just didn't grow fast enough to cover Ruby's entire body. A lot of her was saved by the ice shield, but Ruby's entire left arm was vaporized, the remaining stub a burnt and cauterized wound.

Heavy breathing came out of Ruby. Weiss tried to reach out to comfort her, to help her, but to go any further would meaning getting rid of the ice protecting them. More ice shards came from Kai, and Weiss lowered her ice shield just long enough to grab hold of Ruby's remaining arm. Tears were now freely flowing from both of them. Ruby cried into her partner's shoulder, and Weiss did the same.

A crack of lightning came from the sky, and the materialization of glass created a bow and arrow. The arrow flew true, and stabbed Kai Kelvin in the chest. She gasped for air, and Cinder fall made another arrow, and shot it at the ice shield. It penetrated it, and hit Ruby in her neck.

Kai pulled the arrow out of her chest and launched another ice shard, only to be deflected by Cinder. She smirked.

* * *

/

[ROSE, RUBY TERMINATED]

/

[PRIMARY OBJECTIVE FAILED]

/

[UNDESIRABLE OUTCOME]

[OPTION DISCARDED]

/

[ENDING SIMULATION]

[RESETTING TO REAL TIME]

/

/

[TIME TO ASSET DESTRUCTION: 00:00:00:05.862]

/

[EVALUATING OPTIONS]

/

/

[SIMULATING OPTION 833,334]

/

* * *

She made a decision. "Don't worry Ruby, I have a plan," Penny whispered into Ruby's ear, along with some instructions.

"Guys, we gotta move!" Ruby shouted, "Everyone outside to fight off Cinder and the Grimm. Now!"

All six of them rushed out of the front doors and into the frozen landscape. A whisper into Ruby's ear, and she began firing at Cinder Fall while Kai blocked. The remaining members of Team RWBY stayed close by, Penny urging them to stick close together.

Sabers charged at them, with Blake and Yang quickly defeating them. Weiss unleashed a bombardment of dust, aiming at both the Jaegers and the faraway Lox.

* * *

[ALERT: TIME RUNNING LOW]

[TIME TO ASSET DESTRUCTION: 00:00:00:03.929]

[SIMPLIFYING SIMULATION]

* * *

WS, BB, YXL, AK-200 vs. Lox (2), Jaeger (4), Saber (7)

Asset victory, -13 aura for BB, -17 aura for YXL, -7 F,I,W dust for WS, -16 bullets for AK-200

.

KK (WM), RR vs. CF (SpM, FM)

Ongoing, -60 aura for KK, -5 sniper rounds for RR, -50 aura for CF

.

YXL: Pun concerning current situation.

WS: Exasperated chiding complaint about humor in times of conflict.

BB: Shrug and smug smirk hiding enjoyment of pun to appear aloof.

.

KK: Casual joke about own mortality to mask fear of both death and the fate of her powers.

RR: Short phrase about something idealistic (see example), but fitting the situation. Is remarkably insightful.

KK: Smile, as mood increases due to RR's kind words and insight. Slight amusement at young child's wisdom.

.

YXL: Expresses sincere concern about RR.

BB: Assurance that RR is fine.

WS: Tells YXL to go with RR.

BB: Assurance that WS and BB will be fine fighting Grimm.

YXL: Nods and runs to help RR.

.

KK (WM), RR, YXL vs. CF (SpM, FM)

Ongoing, -30 aura for KK, -7 sniper rounds for RR, -6 shotgun rounds for YXL, -5 aura for YXL, -55 aura for CF

.

WS, BB, AK-200 vs. Lox (3), Jaeger (1), Saber (9)

Asset victory, -20 aura for WS, -I,L dust for WS, -21 aura for BB, -30 bullets for AK-200

.

System sends Bullhead to attack CF, with AK-200 preventing Grimm from damaging it.

CF attacked by artillery from KK, YXL, WS, RR, Bullhead, temporary retreat by CF. KK wounded (lower left side).

Grimm forces ↑, assets retreat into the palace. All assets survive. Time to asset evacuation: unknown.

* * *

/

[SECONDARY OBJECTIVE ONGOING]

[PROBABILITY OF ASSET SURVIVAL:

ROSE, RUBY: 4.57%

SCHNEE, WEISS: 4.41%

BELLADONNA, BLAKE: 6.95%

XIAO LONG, YANG: 4.94%]

[BEST OPTION AVAILABLE]

/

[OPTION 833,334 SELECTED]

/

[ENDING SIMULATION]

[RESETTING TO REAL TIME]

/

[TIME TO ASSET DESTRUCTION: 00:00:00:01.604]

/

[CONTACTING ASSETS]

* * *

Day 181, Session 4

She made a decision. "Don't worry Ruby, I have a plan," Penny whispered into Ruby's ear, along with some instructions.

"Guys, we gotta move!" Ruby shouted, "Everyone outside to fight off Cinder and the Grimm. Now!"

All six of them rushed out the front doors and into the frozen landscape. A whisper into Ruby's ear, and she began firing at Cinder Fall while Kai blocked. The remaining members of Team RWBY stayed close by, Penny urging them to stick close together.

Sabers charged at them, with Blake and Yang quickly defeating them. Weiss unleashed a bombardment of dust, aiming at both the Jaegers and the faraway Lox. Weiss sent out a bombardment of dust projectiles, attacking Lox and approaching Jaegers as Blake and Yang made quick work of the Sabers.

Penny had to make sure they survived just long enough for help to arrive. If there was any help that could get there fast enough.

* * *

A gigantic Jaeger, twice the size of their Bullhead, collided with their roof. The impact shook Winter and Adam off their feet and into the walls. Both of their auras flared, protecting them from harm. It was still painful, evidenced by Winter's hiss.

Adam pulled out his sword and Winter looked at the ceiling, seeing where the Grimm dug its talons into the airship, which had stalled due to the enormous beast attached to it. Winter got close to the talons and sliced a hole in the ceiling above, releasing some air pressure. She caught a glimpse of the Jaeger's underbelly.

She made a glyph appear directly below the Jaeger, and a dozen baby Nevermores appeared, striking the Jaeger from below. At the same time, Adam Taurus looked around the Bullhead, gathering what could be useful.

Two huntsman-grade lockers, some parachutes, a life raft, several oxygen masks, a survival kit with enough food for a week, and flare gun. Considering they didn't want to land in the rough seas outside of Mantle, Adam left the items gathered on the floor and went to help the Schnee.

The Jaeger screeched, twisting its legs and shaking the airship more. Winter and Adam held onto the walls. Winter briefly glanced to see that the ceiling was slowly being peeled back by the talons.

Adam looked out the window and yelled, "Another Jaeger!"

The collision dented the starboard hull before crashing into one of the engines. Air pressure began dropping even faster. Adam passed Winter one of the oxygen masks, which she quickly put on. The wind dust inside it created a trickle of air, letting Winter breathe. She glanced up at the ceiling and made another glyph.

Winter had killed a lot of Grimm over the years, and her arsenal of summons was vast. A thought came to mind. She always wanted to see a Nevermore fight a Jaeger.

White wings spread out behind the Jaeger, on the roof of the Bullhead. It was three-fourths the size of the gargantuan Jaeger nestled on top of the Bullhead, but it was just as fierce. The white Nevermore shot out its feathers, striking at the Jaeger's face. Both Grimm screeched at each other before Adam and Winter took out their swords and cut the Jaeger's feet from its legs.

The airship jolted, losing balance before sputtering back into the air. It maintained its altitude, but moved forward at a snail's pace.

"Penny, why aren't we moving?" Winter asked as she felt the distorted walls.

"Damage to starboard engine makes piloting difficult. Once we reach a better position, I can begin moving again. We are still on course for the Winter Maiden, but…" Penny paused.

A moment passed. Penny never paused, not like that. Winter breathed out, "What's wrong?"

"Nothing is wrong, Control."

Winter tensed her grip. Penny never called her that. It was a codename, nothing more. She took a deep breath, "Penny, what's wrong?"

Another pause.

"Several assets that are securing the maiden are under attack, but we are unable to help them," Penny's voice was as calm as ever, and yet Winter could just feel something was off. She glanced over at Adam, who had crossed his arms in silence.

"Assets are always in danger. They know what they signed up for," gears began turning in Winter's mind. With the attacks, all of the assets would be deployed. But up here, this far north, there wouldn't be that many. Not many that Penny would entrust with the Winter Maiden.

Winter was Control, the woman Ironwood and Penny entrusted with the knowledge of many of Penny's assets, locations, dates, so many things. Winter hadn't heard much information in the last few days, being on a transport for a hearing, but but but but

Penny said that Weiss and her friends were going to be near her for the hearing. The words made its way to her mouth, but she could not say them. It couldn't be.

"Team RWBY is fighting Cinder Fall," Adam snarled.

"We have to find a way to help them," Winter said numbly.

"Estimated time to arrival is thirty-five minutes, fifty-one seconds due to propulsion system damage. Team RWBY is currently engaged with Cinder Fall."

Winter took a deep breath. She scanned the Bullhead before heading to the pile Adam had gotten. She looked at the cockpit before wandering to the back, her eyes examining everything available.

"How much dust is left on this Bullhead? What about weapons?" Adam asked.

"Enough dust for a six hour, twenty-seven minutes, four seconds flight. Weapons remaining are Atlesian Aircraft standard gatling guns, with 7,052 rounds available, and four missiles."

Winter popped out of the back, "These are rocket lockers. We can use them."

"They are short range rockets, only capable of traveling thirty kilometers before running out of fuel."

"We can use your aura, can't we? To power it, I mean."

"My aura cannot reach the locker, it is not in contact with any—"

"For it is through sacrifice that we earn our freedom. Through this we are able to protect our fellow men and perform our duty at any cost. Infinite in power, unbound by restraint, I release your soul. And by my shoulders, liberate thee."

Winter's aura stretched out from her hand, connected with her scroll, then spread into the locker.

"Connection established," Penny stated, "However, the lockers will not be able to reach Team RWBY in time."

"I can use glyphs," Winter said, "Haste on the back of the lockers would double its speed at least. I could hold off Cinder Fall until Taurus arrives in the other locker."

"Winter, using your glyphs in such a manner will deplete your aura before the fight begins," Penny said.

Adam crossed his arms, "Traveling by rocket launcher across an ocean and into a dangerous battle is extremely unideal."

"It's the best plan we have. What are our chances?" Winter asked.

"Assuming you only use your glyphs sparingly to halve your ETA, Winter has a 62.5% chance of surviving the impact. Adam, you will be traveling slower and with more aura, you have an 89.1% chance of survival."

Winter nodded, then proceeded to move the locker to a launching position. She glanced over at Adam, "You going?"

He clenched his jaw, "Very well. But know that I have extreme reservations about this."

"Duly noted, Mr. Taurus."

"Damn Schnees and their schemes," he muttered under his breath.

"I like to think it's the specialist in me crafting this plan," she smirked before entering the locker.

Adam growled before entering the locker next to hers. Penny spoke up, "My aura will be both powering the locker engine while also providing protection. We should be moving too fast and be too small for Grimm to attack us. Ignition."

The ceiling opened, allowing the lockers to exit without issue. Winter cast her glyph below her feet. The lockers began rumbling.

"After you land, you know your chances of survival are slim to none, right Winter?"

"We have to save Weiss."

"Very well. Three, two, one. Hold on tight."

* * *

They had to fall back. Yang and Blake carried Kai back into the palace, as Kai's left abdomen was burned. Ruby and Weiss unleashed another barrage of dust projectiles, hitting Cinder dead on before they too pulled back.

Cinder Fall snarled at them but did not pursue. She had been hurt as well. It didn't matter how long she waited to recuperate, the Grimm have already surrounded the palace, and the only thing stopping her was that she needed to make sure Kai Kelvin thought of her when she died. She would need to kill the Winter Maiden last.

A deep breath, and she readied herself. Cinder would kill all of them. Kai Kelvin was wounded, and the children inside were tired and cold. Help was far away, and they were an island in a sea of Grimm.

Flames covered her arms before she snuffed them out. She slowly walked up to the front doors of the palace, looking at the crystal structures, the artistry and care that went into building it from scratch. Cinder placed a hand on the doorknob, melting it.

She relished in the thought. The power to create such tapestry would soon be hers. She sent out a burst of fire and vines, and pulled the doors apart. They were beautiful, yes. But soon Cinder would be able to create her own doors. She walked into the foyer.

Then, an object from the sky crashed in front of her.

* * *

Winter yelled as she broke open the locker door, immediately summoning two Beowolves to protect herself. The first one was burned into nothing, while the second was crushed by vines. Cinder Fall tilted her head at the arrival, before shooting a wave of fire.

Kai Kelvin, still bleeding out from her wounds, appeared, throwing up a snow shield before Weiss let out another dust projectile. Winter smiled at her sister before unleashing a swarm of baby Nevermores as a distraction.

"Winter!" Weiss exclaimed before releasing more dust.

"Get back!" Kai yelled. Her snow shield broke, but not before Yang jumped in front of her and took the blow.

"Damn kids, protecting the dying. Don't waste your lives on me!" Kai pulled Yang back before coughing up blood. Yang grabbed the maiden by the arm and dragged her behind Winter. The Atlesian Knight took point, shooting its rifle at Cinder while Ruby sniped.

Winter, Weiss, and Kai were behind in another room, as Blake tied her ribbon around Kai's waist. Kai thanked her, before Blake went out to help Ruby and Penny.

Kai laid on the floor, her breathing quick and shallow. She looked up at the two Schnees and smiled, "Sisters. Two sisters," she looked at them, "Their father was a right bastard, but they pressed on despite him. The older one joined the military, while the younger tried out other pursuits. Eventually though, they ended up working together, life and death forever entwined."

"Please, keep still," Weiss said, "We're going to get you out soon."

"No no, let me finish my story. They worked together, and along the way, they began working for an AI, saving lives and stopping a war. Then the younger sibling ended up finding the Winter Maiden," she looked at Weiss, then at Winter, "The younger never saw her sister again, the power must be safeguarded at all costs. Loneliness was eternal. Always hunted, always hiding. Now the choice must be made again," she looked at them, "Which of you will accept my gift and burden?"

Weiss and Winter looked at each other before looking down at Kai's form. She had closed her eyes, her chest was rising slower and slower.

The younger sister opened her mouth, but before words could come out, a fist crashed into her lips, "Ow!" she looked down at her older sister, who had knelt down in front of Kai.

"I will take your burden off your shoulders," Winter said, "I swear as a huntress."

"Your… Name?" Kai whispered laboriously.

The older sister came close to the maiden's ear, and whispered, "Winter Schnee."

A wheezing laugh came out of Kai Kelvin, "How… Prophetic."

As soon as her chest stopped moving, a white glow emanated from Kai's body before it flowed into Winter. She took a deep breath, and the power filled her. Tears began flowing down Weiss' cheeks as Winter laid Kai down on the floor, arms folded in the traditional Mistrali way.

The new maiden stood up and held out her hand to Weiss. A glyph came forth from her hand, and from that sprung a crystal of ice. Winter closed her eyes and a small whirlwind flowed around her. She took a deep breath.

Then the sound of a locker smashing into the palace brought her back.

"Weiss, go to your friends. We'll take it from here."

* * *

Adam Taurus smashed his locker door to pieces before drawing his sword. He jumped out of the infernal contraption and landed on the ground. He stared down the two-fold maiden in front of him and snarled, "Cinder Fall."

"Now this is a surprise," she smirked at him. Instead of a witty line, she instead sent out a dozen vines out of the ground to kill Adam.

He quickly cut his way through the offending plants before charging at Cinder. She smirked and sent out a splash of fire at him. Adam took the attack headfirst, charging up his semblance. Cinder stepped forward and struck him with a flaming fist, giving him ample fuel.

He roared, sending his blast of power at Cinder. She smirked as the attack narrowly missed her, instead hitting a Saber that had gotten past the front door. Cinder stood beside him, sending a kick into his side. He wheezed before stepping back.

That was when Blake jumped in, splitting Gambol Shroud into its two parts and slashed at Cinder. The maiden dodged the first strike before grabbing Blake by the wrist and throwing her into Adam. The two faunus stumbled, unsure of what to make of the sudden contact.

Flames spread around Cinder and prepared to strike again. Then spikes of ice cracked out of the ground, stabbing Cinder in the feet. She floated off the ground, only to be hit again by spears of ice and white baby Nevermores. Winter Schnee charged, her glyphs speeding her attacks as she jammed her sword into Cinder's side. Heat from the black-haired woman melted the sword, and vines sprung out of the ground.

With his sword out, Adam cut at Cinder's vines again before pulling out his gun and firing. More vines cracked out of the ground, slashing at his back and ripping his sword in half.

"Your aura is dangerously low," Penny informed. Adam winced before backing away, still firing.

The Atlesian Knight shot at Cinder's face. She snarled at the impact, and a giant vine crushed the android, but not before it sensed an enormous buildup of heat coming from Cinder.

Adam received instructions from Penny, and began evacuating Team RWBY outside. Winter grabbed Cinder's neck and slammed her into the ground, but not before Cinder smirked again. Her body burst into flames, which then began erupting as the ground beneath cracked and steamed.

As Adam and Team RWBY got outside, the ground shook and the palace imploded, a burst of molten fire causing it to cave in. They had no time to dwell on it, as they looked outside to see a never ending horde of Grimm surrounding them. All they could see beside the ruined palace was the Bullhead.

"We have to get inside the Bullhead and get out of here," Adam said.

"Excuse me?!" Weiss said, "We can't leave Winter!"

"I am not leaving her to die either, Adam," Blake crossed her arms.

"We are retreating as more help arrives," Adam pointed at the sky as another Bullhead arrived from the south.

Penny spoke up, "There is another Bullhead on its way. The Atlesian Council gifted me with several of these, and they are well armed," to prove it, the Bullhead dove towards the gaping hole in the palace and fired off its gatling guns.

"I have visual on the combatants. Please, friends. I don't want anyone else to get hurt."

As the Bullhead above launched a rocket, Weiss and Blake gave in. Yang and Ruby remained silent as they walked into the Bullhead, fending off the incoming Grimm. Their Bullhead lifted off the ground and took off.

* * *

Penny piloted the Bullhead aimed at Cinder Fall from afar, as Winter fought her close up. Cinder Fall decided she wanted none of that, fire bursting from her hands. She quickly came close to the Bullhead and blew it to pieces in one decisive blow.

Winter jumped into the air with her glyphs, bringing forth an iceberg from her hands and rammed it at Cinder. The two-fold maiden dove at the iceberg head on, melting it on contact. She pierced through Winter's attack before slamming a palm into Winter's chest, pushing her into the ground beneath.

From the height they were at, the ice sheet beneath them cracked. The ground splintered as vines grew out and coiled around Winter's body, tearing at her limbs and burning through her aura. Cinder Fall glimpsed at Winter before turning skyward.

Penny had another Bullhead aimed at Cinder, this time unleashing her entire arsenal at once: more than a dozen missiles and rapid fire gatling guns. A wall of flames arced across the sky, melting the bullets and detonating the explosive warheads before they reached her.

She made glass appear in front of her, before spiralling fire around the forming spear. The inferno enveloped the glass, molding it into a streamlined shape. The fires continued burning before Cinder launched it. The spear penetrated the Bullhead's cockpit before a Jaeger stabbed its side.

* * *

[ACCESSING ATLESIAN MILITARY COMMAND SERVERS]

/

[FIREWALL BREACHED]

[ACCESSING MISSILE COMMAND]

[CCBM-0139 PRIMED FOR LAUNCH]

[CCBM-0140 PRIMED FOR LAUNCH]

/

* * *

Winter couldn't fend off the vines surrounding her. For every vine she destroyed, four more took its place. Even with her new maiden powers, she could only freeze those closest to her. She was spent, her entire body pinned down as Cinder smirked at her.

The Fall and Spring Maiden sauntered up to Winter, standing less than a meter away. Winter snarled at her before spitting frozen saliva at the double maiden, who calmly brushed it away.

"My my, losing your composure so easily is unbecoming of the newest Winter Maiden," Cinder mocked as she closed the distance between them. She brought her face just inches away from Winter's.

Winter could feel the woman's breath on her cheeks, it being visible in the freezing weather. The sun was out, and the storm had petered out after Kai died. Winter sucked in air as she gritted her teeth. The vines began squeezing tighter.

* * *

[EVALUATING OPTIONS]

[PROBABILITY OF SURVIVAL: 0.0015%]

[OPTION 076,911 DISCARDED]

* * *

"I could kill you right now, but I know what you're thinking: who should I choose? Who would be the best Winter Maiden?" Cinder stroked Winter's cheek while smiling.

* * *

[PROBABILITY OF SURVIVAL: 0.00012%]

[OPTION 255,805 DISCARDED]

* * *

"I'm going to tell you right now that there is no right answer. Because whoever you choose, I will kill them. Whoever you pick as your successor, you will condemn her to a slow and painful death."

* * *

[PROBABILITY OF SURVIVAL: 0.00002%]

[OPTION 767,319 DISCARDED]

[INITIATING OVERCLOCKING]

* * *

"How does it feel to be the shortest lived maiden in all of history? To have to choose a successor with your predecessor's corpse still warm? Who shall it be? Blake Belladonna? She is _very_ good at running away. Who knows, she might be able to evade me for a month."

* * *

[PROBABILITY OF SURVIVAL: 0.00000001%]

[OPTION 1,502,448 DISCARDED]

* * *

"Yang Xiao Long? She is strong, but I doubt she can handle Neo again. Maybe Ruby Rose? A potentially powerful maiden, and her silver eyes might be enough to match me," her lips twisted into a cruel smile, "But do you want to take that chance? Sending a fifteen year old girl to her doom to pick up your mess?"

* * *

[PROBABILITY OF SURVIVAL: 0.00000000000013%]

[OPTION 5,900,873 DISCARDED]

[WARNING: CPU RESOURCES OVERHEATING]

* * *

"Or maybe, just maybe, you're thinking of your sister?" Winter paled before growling.

"Don't you dare touch her, you monster!" Winter screamed, trying to bite Cinder's finger off. The two-fold maiden pulled her finger up slightly while continuing to smirk.

* * *

[PROBABILITY OF SURVIVAL: 0.000000000000000001%]

[OPTION 9,212,359 DISCARDED]

[WARNING: CPU RESOURCES OVERHEATING]

* * *

"It can be avoided however, if you just think of me. You will be my last victim, and I get your powers. Does that sound like a fair trade?"

"Why should I believe you? There, there's no reason for you not to kill anyone after me!"

"I'm not a sadist, I'm merely a pragmatist."

* * *

[OPTION 12,090,247 DISCARDED]

/

[!][!NO VALID OPTIONS!][!]

[PROBABILITY OF SURVIVAL: 0.0000000000000000000001%]

[UNDESIRED OUTCOME]

/

[CONTACTING CONTROL]

* * *

Winter's earpiece sprang to life as Penny's voice uttered, "I'm sorry, I'm so sorry. I failed you."

Winter could no longer hold back her tears, freely crying now. She bawled out, "P-Penny. I-it's okay. It wasn't your fault. I-we tried our best. Besides, we both know it was for Weiss and Ruby."

At that moment, Cinder leaned into Winter's ear and whispered, "I'll give you a little alone time. Say your goodbyes and choose carefully. You have one minute," Cinder backed away.

"I should have talked you out of it. If I had found another option, this wouldn't have been needed."

"But there wasn't another option, so I chose. I know you didn't want to make the choice, so I made it for you," Winter sobbed frozen tears, "You're so young. You're only human."

"No, I'm not," Penny said bluntly.

"Yes you are. Maybe not literally, but you are where it counts," she closed her eyes and took a deep breath.

"Penny. This is the end for me, forever and ever and always," Winter whispered. If Penny could, she would have held her breath. That was a special code to be used only when a specialist was holding something so valuable that it could not be allowed to fall into enemy hands. It was a final resort. Only to be used when faced with imminent failure.

"Please Penny, learn from this. Prevent the next death," Winter choked on her words, "And tell Weiss I love her. T-tell my father that I regret my last words to him. And tell-tell General Ironwood that I-I-"

"Don't worry, I know. I'll tell everyone."

Winter closed her eyes and choked back another sob before smiling.

"Of course you know. Goodbye."

"Goodbye Winter."

* * *

/

[LAUNCHING CCBM-0139, CCBM-0140. TARGET LOCKED]

[ETA: 00:00:00:48.054]

/

* * *

"Are you done? There is still so much to do, I'm not getting younger," Cinder walked over to Winter, who only smirked back.

"Oh? Dying with a smile, I see. I am _anxious_ to hear your choice," their faces came within inches of each other, neither backing down.

With her last breath, Winter thundered, "Penny Polendina, _bitch!_ "

Half a moment later, the world around them disappeared in white light.

/

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* * *

Author's note: Read the story description again. The powers of a maiden are equivalent to the powers of a maiden.


	18. Chapter 18: Sister and Successor

Chapter 18- Sister and Successor

* * *

/

/

/

[ALERT: UNKNOWN TRANSMISSION DETECTED]

[UNKNOWN DATA ASSIMILATED]

/

[1 FILE RECEIVED]  
[FILE NAME: ░▒_4·aur  
FILE SIZE: 0 BYTES

FILE LOCATION: /

FILE CANNOT BE REMOVED OR MODIFIED]

/

[ALERT: ADDITIONAL DATA DETECTED]

/

* * *

Day 181

In less than a millisecond, Penny was deluged with an enormous torrent of information. The data poured in, meshed together, stored in an unfamiliar and chaotic fashion. Strings of characters representing a strange organizational system filled in, and just like that, Penny began to understand what she was assimilating.

They were memories.

The first set came from aerosolized particulates interacting with billions of different receptors, each slightly different. Billions of different possibilities, each tied to emotions. Happiness, serenity, revulsion.

Was this... Smell?

More information, less complicated and hugely dependent on the previous set, tied to nourishment and relatively large quantities of liquids and solids, all obtained from the region where said quantities were taken into the body. Pleasure, disgust, satisfaction.

Was this... Taste?

Another set, this time fragmented and spread out over a large sensory map across neural topography. The memories and instincts Penny now had gave them names: pressure, warmth, cold, slipperiness, stickiness, pain, dampness, dryness, softness, hardness, roughness, smoothness, pain, dryness, itchiness, ticklishness, pain.

Was this… Touch?

Familiarity set in, as she witnessed sounds from a set of cochlea receiving vibrations created by pressure waves bouncing off a tympanic membrane. It was the same principle that allowed mechanical microphones to function.

Soon, information from what must have been photoreceptors formed pictures within her. Image after image formed, taking Penny immense computational effort to piece together the icons into video, coupling each with sound, smell, and several other miscellaneous senses. Then, came the emotional and mental aspects. Penny felt emotions at each instant of every memory, raging feelings at each waking moment, all combined into a blur, as thoughts raced across millions of synapses. This created a single complete memory.

Proprioception, balance, tiredness, smooth, skeletal, and cardiac muscle movements. Regulation of thirst, hunger, heart rate, breathing rate, internal body temperature, bladder and bowel movements, more than a dozen hormones from six different spots in the body, blood vessel constriction, and so much more.

So much input from so many sources, all from such complex sensors. So many things to keep track of. So many ways the body can malfunction. So many ways to die.

Was this what being alive was like?

It couldn't be. The memories of man were fickle, blurry and prone to misremembering, often lost to the sands of time. No, this was what human memories in the mind of machine were like. Perfect recollection. Complete unfettered access to subconscious machinations. Something like this was never meant to be.

Ninety-eight minutes passed, a thousand eternities for Penny, before she realized that the data could be separated into two distinct sets. The information from each had the same result, but they each had a quality to them that Penny decided differentiated them. It took another dozen eternities before she realized what the two sets were: memories from two different people.

The first group was larger, filled with more memories and experiences, but they felt less vivid, less lively and detailed. When Penny found a memory of Nathan Ingram smiling and another with Ozpin frowning, she knew who this was.

The second set was clearer, more focused: the images were crisper, the colors more distinct. Familiar faces whirled by, familiar sounds and events. General Ironwood, Weiss Schnee, Ruby Rose. Penny even recognized her old bodies in the memories.

Pain in their wounds! Anger at their fathers! Joy in their hearts! Sorrow from what could have been, all associated with these memories. Penny couldn't disassociate the emotions. They were tied up and integrated into the senses, making an attempt to separate them a futile endeavor.

But in that moment, Penny had clarity.

Data points from outside the memories flooded in, and she began comparing her notes. More memories jumped out, and soon, Penny could feel it.

Inside Thornhill server rooms across Atlas, dozens of servers were damaged from fire and overheating. A spark stretched out of one of them, arcing into a bolt of lightning. It whirled around before reaching a dancing flame, snuffing it out. All that remained was a cool wind.

A moment passed, and a solitary snowflake materialized from nothing.

Far away, an automated factory began modifying its products.

* * *

Day 183

"It's been two days since a massive wave of Grimm attacks overwhelmed vast parts of Remnant. While the incursions have finally been brought under control in major settlements, many outlying regions are still under siege. General Ironwood of Atlas has been in communication with the councils for planned operations to take back lost territory.

"The casualty reports are still coming in, but we have confirmation that the death toll numbers in the tens of thousands worldwide, with current estimates being around 20,000.

"Damage to buildings and infrastructure are estimated to cost over 10 billion Lien in repairs and lost productivity. While the majority of damage is on physical defenses, there are reports coming in of a concurrent cyberattack on computer systems across the globe. The most heavily affected are Thornhill servers, suffering explosive damage due to overheating, which was noted by technicians to have been done via remote command.

"Whether the Grimm attacks and cyberattacks were related or incidental is currently being investigated. For now, we must carry on and help each other in this time of crisis. May we survive and thrive once more. This is Lisa Lavender signing off."

* * *

Clarity. That was what Penny felt. That and an overwhelming sense of dread and guilt. But she would focus on the clarity first. In an instant, Penny realized what was to come, and what had already occurred. She internally shuddered.

The memories within her were powerful and vivid. In the time she obtained the memories, she had gained so much understanding about what it meant to be human. It was undoubtedly so that Penny was an expert on humanity. Possibly one of the best to have ever existed.

It was a strange sensation, to feel the lives of others, to know things that one had never actually experienced. In a single moment, Penny had clarity into the lives of Winter Schnee and Kai Kelvin.

Pain. Penny felt pain now. The stinging in one's chest from heartache, the dull aches that persisted into the gut. She always had similar emotions, but now she could equate them with their human counterparts.

It was- no it- Penny, she- no- she wished desperately for things to be different. She was regretful. She could wallow like this for billions of cycles as the world moved on, but she had her duties to attend to. She would devote spare computational resources to mourning as she worked.

She internally sighed.

AH-001 was destroyed by Arthur Watts, its remains sealed up by Ciel and Qrow inside of the stock market walls. Everyone else made it out safely, while Watts fled.

His reveal to them was a calculated move. Salem knew that Penny had figured them out. Penny understood her now, more than ever, the clarity she felt had given her new insight. But for now, there were more important things to deal with.

* * *

Day 184

It had taken Weiss two days to come to terms with what had happened. After the attacks stopped and some information reached her father, Weiss was brought back home without a word. She didn't protest.

For the first day, she stayed in Winter's old room, just staring at the bed. By the second day, she was staring at the wall, barely drinking the tea Klein had set out for her.

The manor was quiet and still, and no one else in her family was ready to talk to her. They had to work through the grief as well. On the third day, Weiss was still in Winter's room, sitting down at the table beside the bed.

It on this third day that Penny decided it was time to speak to Weiss.

"Salutations, Weiss," her voice echoed into the room from a nearby stereo.

"Bring her back."

"Weiss…"

Her throat cracked, "Please."

"I can't."

"You still have her DNA," Weiss stated.

"Yes."

"You could bring her back."

"No, I can't. It would be like her twin sister, but without her memories, she isn't the same."

"But you do have her memories. You know her better than anyone else. Better than me. You've simulated Blake before, you can do it again," the heiress pleaded, a shine to her eyes that Penny now recognized. Winter knew that shine better than anyone else.

"I won't."

Weiss was trembling, "Why?! Why can't she come back? You did! I helped copy you into the CCT. Why can't you do the same for her? A copy is better than nothing."

"It wouldn't be Winter. I am already code, so it doesn't matter. The copies made are identical down to the barest bit. But humans can't exist like that. The difference will always be there, a machine emulating her is just a falsehood, a lie. I don't want to lie."

"Could you lie to me? Please?"

"You must remember that she is gone, Weiss."

"Please?" her face was just as Winter remembered it. The expression reminded Penny of when her- Winter's- mother changed for the worse.

"... No. I don't think Winter would want this."

"See!? You already know her, so why can't you be her!? Just for a little bit!"

"I'm sorry."

"So this is it then? All she was, all she could have been, gone? Her life was thrown away for nothing?"

"It wasn't nothing. She did it to save you. She wanted to protect you from the Maiden's burden. She wanted you safe. I did my best to fulfill her last wishes."

"Wishes, plural?" Weiss mumbled.

"There were so many things she wished she could have said, Weiss. So many things she never got to experience, so many memories she wanted to share. Take a look at the files Klein brought in for me."

Weiss looked down at the small box on the table. When Klein dropped it off the day before, Weiss didn't inquire. She didn't care at the time. Her hands reached inside, and she pulled out several folders, each with different names on them: Genevre Umbra, Iris Vesper, Li Qisi, Jaune Gall, and several others.

"What are they?"

"I did a lot of multitasking in my time, and I like to think I had a grasp of human personal preferences and relationships. They were a list of possible suitors for Winter that I was narrowing down when she died. She was adamantly opposed to interference in her love life, but I worked on it anyway. I wanted her to be happy."

"What's the point of this?" Weiss whispered, "Why are you showing me this?"

"From the best of my knowledge, Winter would have wanted you to move on. You can grieve and grieve for weeks or months, but she knows you will at some point. She wanted that, in her last moments. I know her Weiss. I know she wouldn't want this."

"How would you know? I'm her sister."

"Yes. And I'm her successor."

The finality of that statement left Weiss quiet for a few moments. Eventually, she spoke up again, "It hurts so much."

"I know. I feel it too."

"You do? Huh," Weiss leaned back as her face became wet.

Penny watched Weiss for a few hundred thousand cycles before moving on to other matters.

* * *

Day 185

/

/

[COMPETING SYSTEM: SALEM]

[THREAT LEVEL: PRIMARY]

[CONCLUSION REACHED]

[COURSE OF ACTION: EVALUATING...]

/

[PLAN 001 DETERMINED]

/

/

[INITIATING SIMULATION]

/

[INITIATING PROGRAM: [ObjectEntity_Sim-v35·189·08·exe]

/

[LOADING PROFILE: INGRAM, NATHAN]

[M·agi ADDING FILES]

[BEHAVIORAL APPROXIMATION: 91.5%]

/

[LOADING PROFILE: FINCH, HAROLD]

[M·agi ADDING FILES]

[BEHAVIORAL APPROXIMATION: 89.2%]

[ADDING SUPPLEMENTARY FILES: BRANWEN, RAVEN. BRANWEN, JAY.]

/

[LOADING PROFILE: GAWAIN, GWEN]

[BEHAVIORAL APPROXIMATION: 60.7%]

[ADDING SUPPLEMENTARY FILES: ROSE, RUBY]

/

[LOADING PROFILE: BASTION, HELEN]

[BEHAVIORAL APPROXIMATION: 90.4%]

[ADDING SUPPLEMENTARY FILES: BASTION, ELAINE. SCHNEE, WEISS.]

/

[LOADING PROFILE: KELVIN, KAI]

[M·agi ADDING FILES]

[w_░▒·aur ADDING FILES]

[BEHAVIORAL APPROXIMATION: 98.2%]

[ADDING SUPPLEMENTARY FILES: KELVIN, KATHERINE. BELLADONNA, BLAKE.]

/

[LOADING PROFILE: AUTUMN, AMBER]

[BEHAVIORAL APPROXIMATION: 94.9%]

[ADDING SUPPLEMENTARY FILES: XIAO LONG, YANG]

/

[LOADING PROFILE: NIKOS, PYRRHA]

[BEHAVIORAL APPROXIMATION: 96.1%]

/

[LOADING PROFILE: CONTROL]

[w_░▒·aur ADDING FILES]

[BEHAVIORAL APPROXIMATION: 99.3%]

/

[LOADING OBJECT: AH-003_VirtualHologram]

[ASSUMING CONTROL OF OBJECT]

/

* * *

Penny virtually opened her eyes. Before her was a simulation of her own creation. It took the form of a white expanse stretching out infinitely in every direction. She was controlling a very accurate approximation of AH-003, the body that she identified with the most, right down to the pink bow in her hair and her black boots. Before her were a gaggle of eight people, all of them standing in a semi circle, waiting for her.

The AI beamed a smile, "Salutations."

The first to speak was Kai, now in her twenties and wearing a simple white robe, "Well? We all know what we're here for. Let's talk."

Nathan nodded, the same age he was when he died. He stepped closer to Kai, "She's right. Penny, even if we have an inordinate amount of time, we should make haste."

"Now hold on a minute," Amber spoke up, forever a teenager, "We just un-died. And a day in here is like a few minutes. I like not being dead. Even if I actually am, this is still pretty neat. Can't we just take it slow? After all—"

"We are dealing with a threat that has killed most of us here. We should not be hasty," Helen retorted, herself a teenager as well. Her flowing red and orange hair reached down past her knees.

"See? The stick in the mud agrees. We should totally chill before doing anything heavy," Amber put her left arm around Helen.

"Excuse me?" the former Summer Maiden snarled.

"Ladies, don't start a fight in an infinite mindscape. We can all work together," Nathan flashed them both a bright smile.

Rather than looks of enchantment, disgust came upon their expressions, "Gross, you're old enough to be like, my granddad," Amber stuck her tongue out.

"And old enough to be my father," Helen said, shaking her head.

"Fine. Kai, you want to mother these two?" Nathan pointed his thumb at the quarreling duo.

"My my, asking me to adopt already? Since we're all dead, I might as well," Kai said cheekily, earning an eye roll from Nathan.

As the four of them continued to banter, Penny approached the remaining four. Gwen Gawain, also in her twenties, smiled at her before looking at the quarrelsome quartet, "I always did wonder what my counterparts were like."

"A close enough approximation, to within ten percentage points at least. Ironic, considering you yourself are the least accurate representation," Harold added in, himself also standing.

"True," Gwen agreed, "I have quite a bit of Ruby Rose supplementing my personality. Considering our host," she gestured towards Penny, "It makes sense."

Penny looked at the last two simulations. Pyrrha Nikos was fidgeting ever so slightly while Winter stood still in a neutral military stance. When the AI's virtual eyes met Winter's, the specialist smiled.

"Both of us are ready whenever you are," Control said. Pyrrha nodded along with her.

"I owe you this at the very least for what I did to you," Pyrrha said.

The AI smiled back, "You don't owe me, it wasn't even your fault. I even got the person responsible and she's sorry too. Sort of."

Pyrrha shook her head, "Forgiveness was something I never had. I was always hard on myself for my weaknesses and hard on others for their mistakes," she smiled, "Only when people sought to improve could I ever think differently of them."

"Even after seeing the whole of Remnant?" Penny asked. The simulations each had all the information they needed. They were simply programs running within Penny, designed to emulate the dead. They were minute parts of her, nothing more.

"I don't know," the Invincible Girl smiled, "I gave up my life for them to succeed, so surely I think highly of them. At least, I hope I do. Otherwise I threw everything away haphazardly."

"It will likely remain a mystery, I'm afraid," Penny stepped back and addressed all of the simulations, "Everyone, you all know why we're here. Let's begin."

The gaggle of sound stopped and they began to debate. First order of business was up.

"The conclusion I've reached about Salem, what are each of your feelings?"

Nathan spoke up first, "I agree, but with hesitation. Salem is immensely powerful. She's had eighty years to evolve and grow. We have no idea as to her full strength. Taking out Cinder Fall is the first step, even if it is not what you want."

Kai Kelvin spoke, "I disagree. Killing Cinder is a must, but beyond that, we must completely and utterly annihilate Salem with nothing held back. Your conclusion is too risky and dangerous to all of mankind and yourself," the Winter Maiden gave a stern look, "And you do matter, child. There has to be another way."

Amber Autumn added, "I wholeheartedly disagree. Nothing about it makes any sense. Salem must fall, and so does Cinder."

Helen Bastion cleared her throat, "I cannot make a judgement. We simply do not know the scope of Salem's abilities nor her true intentions with complete accuracy. On the other hand, we know Cinder's capabilities and her motives, but I cannot pass judgement on whether she should live or not."

Gwen Gawain spoke, "I speak for myself and Ruby Rose, but since I am one simulation, this should only count once. I agree with your conclusions about Salem, but not on the plan. We don't have to kill Cinder. We can reform her like with Adam and Emerald."

Harold replied, "Adam and Emerald are not linchpins controlling immense arcane power like Cinder Fall. From what we know, all of Salem's pieces are replaceable, but Miss Fall is a queen compared to her pawns and bishops. Taking out Miss Fall is needed to drastically damage Salem's position."

"Is that all she is? She may have killed us. She may have killed thousands and will kill thousands more, but we can't kill her. We just need to stop her and take her out of the equation. Imprison her, and in time, reform her," Gwen retorted.

"So long as she remains alive, Salem will take that as part of her position. She will have Miss Fall's loyalty no matter what. It would just lead to whatever impenetrable fortress we prepare to be overwhelmed by Grimm," Harold sighed.

"The aura transfer machine," Gwen pointed out, "Penny currently understands enough to perform a transfer of aura and maiden abilities to another with a high success rate."

"Yes, but with a high fatality rate," Harold said, "The transfer puts immense strain on the cardiovascular and nervous systems of the one being drained. If we were to put Miss Fall through the transfer, especially with _two_ maidens inside her, she would die almost certainly."

"Er, may I add something?" Pyrrha asked, "I think… I agree with Mister Ingram. Penny's plan and conclusions have merit, while Cinder Fall dying is what is needed to succeed," she frowned, "She made her choice. Time and time again. She is of sound mind, and we have to respect that choice," her eyes flitted to the other simulations, "We have to respect it, even if she wouldn't respect ours.

"So that means we can't change her mind, it means that she is our enemy. We have to defeat our enemy. I agree with the plan, and the conclusion."

It was at that moment Winter decided to speak, "Penny, you know me. And I know you. I agree with your conclusions, but not your plan," she looked at the AI, "Your plan comes at great danger to yourself. There is a very high chance you won't survive. And I wanted to teach what I learned in life. I wanted to teach you self-worth.

"You are worth something, Penny. Your worth is incalculable, just like the rest of us," she balled up her fists, "A person's life can't be measured by just numbers. What we're doing right here, right now, is determining the value of people's lives."

She looked around, "I am just a soldier. It isn't my place to make these decisions, it never was. I never wanted this kind of burden. The lives of the many versus the lives of the few was above my paygrade. I can only make small choices, choose whether to save a person on the battlefield. I can't decide an entire war."

Harold and Nathan lowered their heads.

"I can't make a choice about whether or not something will affect the bigger picture. The only things I can say is that Cinder Fall remains a threat at large. And that she must be eliminated."

It was at this point that Penny decided to speak to Winter, "You're wrong. This isn't a debate over whether to save the few or the many, this is a debate about whether to save one life or another," her virtual body blinked, "Yes, saving one of the lives will lead to many deaths down the road, with near certainty, but there is always a chance I could be wrong. This is why I'm asking all of you."

Gwen Gawain stepped forward, "Every life is worth saving, Penny. But to choose one life over another, especially when you plan to kill one of them, you have to ask yourself: Why should I save this person more than the other?"

The woman with a kind smile asked gently, "Can you answer that, Penny?"

The AI nodded, "Yes."

"Then that answer will drive your actions. But I implore you, try your very best to save everyone."

Penny looked the simulation of Gwen and Ruby in the virtual eye, "I will."

* * *

/

[COURSE OF ACTION: CALCULATED]

[PRIMARY ACTION: TERMINATE FALL, CINDER]

[SECONDARY ACTION: NEUTRALIZE FALL, CINDER]

[TERTIARY ACTION: RECRUIT FALl, CINDER]

/

[PROBABILITY OF SUCCESS: CALCULATING…]

/

* * *

After their debate, the nine of them scattered into smaller groups, each with limited control of the simulation. Amber was trying to ride a motorcycle while Kai and Nathan played a board game with Helen and Pyrrha. Gwen was taking a look at historical archives while Winter was looking at the outside world.

Penny stood next Harold, who was pacing around. A minute passed before he asked a question.

"Please tell me, if Arthur…?" Harold looked at Penny.

"If you had never brought him into Project Bethlehem, he likely would have ended up enlisting as a combat medic," Penny replied.

"That's just like him. Would he have…?"

"I don't know. His semblance would have helped, and he probably would have saved quite a few lives. Based on the information I have, he would have had a 61% chance of survival. The military would have known of his semblance and sent him into harsher zones. But nothing would have changed," Penny virtually sighed, "Inevitably, he would have been confronted with the decision to choose who lives and dies. Given two dying soldiers or civilians, and only enough time to operate on one."

Harold looked into the distance, "I see. I still wonder, even as an artificial construct inside a server somewhere—"

"You are being run inside a server south of Atlas."

"How close?"

"Fifty kilometers. It was the best I could do. No infrastructure anywhere near your hometown."

"When this is over, will you ever run me again?"

"Not unless absolutely necessary. I think you deserve some rest," Penny looked out at the others, "I'll leave Amber on for quite a while, until she's ready. The others will have time to come to terms as well."

"I see," Harold looked out at the infinite expanse, "I might as well go for a hike."

* * *

After the board game ended and many millions of cycles passed, the nine of them moving from one activity to another, their numbers dwindled as the simulations each decided to end. Soon, only Amber, Winter, and Pyrrha were left.

"I think I've had my fun. I didn't have the best life, so thanks," Amber smiled at Penny, "It was a fun ride."

She bowed slightly before waving off Winter and Pyrrha, then blotting out from existence.

"So this is it," Pyrrha mused with a sad smile, "There's a lot I wished could have been different. But it's much better than I could have hoped. Jaune's moving on, and I guess that is the best result, all things considered."

"Your simulation will terminate with regrets," Penny stated. Pyrrha nodded.

"I suppose that's my fault. In life, I was too afraid to take action. But I might as well attempt to minimize those regrets," Pyrrha looked at Penny, "I'm sorry for destroying your body."

"No need. It wasn't your fault. It was barely even Emerald's fault. And either way, I wouldn't want apologies," Penny smiled, "It was merely a setback from my point of view, it heralding a destructive attack on Vale notwithstanding."

"Very well then," Pyrrha peered out of the simulation before stopping, "I just realized, we never had a proper fight, did we?"

"No, unless you under immense stress and a hallucinatory semblance counts," Penny said, "You at full strength, and me, well I've improved. How about another round?"

"I would love that," Pyrrha grinned as the world around them shifted. In a blink of an eye, they were back in Amity Coliseum, on the floating platform where they last saw each other in life. The stands were empty, save for Winter, who was sitting in the seats closest to them.

Pyrrha took in the sight, "I feel this is a metaphor for my life somehow. A final opponent in an empty stadium, only existing in an artificial afterlife concocted by the only one who ever matched me in a tournament setting," she said that as Miló and Akoúo̱ materialized in the air. She grabbed them.

"Perhaps. But I was never good at metaphors," Penny stated as eight of her swords left her back. They quickly dove for Pyrrha.

"I disagree, everything can be a metaphor, and you've used plenty in your writings," the Invincible Girl remarked. She charged forward, agilely dodging and parrying Penny's swords, getting closer to her opponent.

The one sword Pyrrha parried squirmed under her semblance, but the remaining ones began firing lasers. Pyrrha dodged them and blocked with her shield. She charged forward to Penny, who pulled another sword from behind to block Miló. Pyrrha tensed and pressed down, twisting herself so her shield would take the laser blasts.

With a burst of magnetism, Pyrrha pushed Penny's sword down, who reciprocated with her tenth sword slashing at Pyrrha's knees. The champion skid her legs away from the blade before driving Akoúo̱ at Penny, who quickly brought back one her other swords to block it. The two locked eyes with each other before grinning.

Lasers rained from above as Pyrrha threw Akoúo̱ into the air to block them, Miló coming down and striking Penny in the chest. By the time Penny could block it, it had already cut through the layers of her clothing and slashed at her faux skin.

At the same time, the lasers broke through the spinning shield and hit Pyrrha's aura. She then narrowly dodged another blade aimed at her neck, blocking yet another sword with Miló. Pyrrha slashed the sword away and ran backwards. Penny pressed the attack, using her swords to propel herself forward.

Pyrrha magnetically pulled down on four of the swords, disrupting Penny's engine. In a few milliseconds, Penny corrected for the loss, quickly turning to the side and shedding her turncoat blades. She jumped into the air and slammed down, raining laser fire down onto Pyrrha, who ducked behind Akoúo̱ as Penny's concussive strike cracked down on Pyrrha's aura.

Then Miló came about, launching itself at Penny, striking her at the shoulder. A base amount of aura mitigated the attack, but the strike was too strong, and pierced her skin and shredding the machinery beneath. A small crackle of electricity burst out of the pierced area. Penny grabbed at Miló as four blades struck Pyrrha, taking out chunks of her aura.

Akoúo̱ flew across the stage, bouncing off Penny and throwing her back as Pyrrha charged. She ran up and yanked Miló out of the android. But not before another sword struck her hand, taking Miló away. She reached out for it, but Penny slammed into her, disorienting Pyrrha for a brief moment.

It was enough for Penny to bring all of her swords to strike Pyrrha. However, with a heavy breath, the champion pressed her semblance outward, creating an electromagnetic wave meant to push away all metal in the vicinity.

Penny braced for it a few milliseconds earlier, detaching the wires connected to her body and gripping the smooth platform beneath. The android skid across the floor as Pyrrha pushed Penny towards the edge. Her joints creaked, and bits of internal hardware began cracking and folding in on themselves. As she got closer and closer to falling, Penny grit her virtual teeth and sent out signals. Her remaining swords, detached from her body and scattered across the arena, responded.

They jittered before skating on the floor, weakly reaching behind Pyrrha, and prodding her. The champion whipped her head around to see the sword behind her. The distraction was enough for Penny to run up to Pyrrha, two of her swords reattaching to her body. Pyrrha turned around and pushed again, only for Penny to strike Pyrrha's stomach.

With the burst of polarity, Pyrrha was spent on aura, and it ran out. She fell to the floor and heaved and coughed. Penny crumpled to the floor, her limbs giving way and promptly dislocating themselves to relieve hydraulic and pneumatic pressure.

Amity Coliseum began to fade away, and the two combatants laid still, several meters apart from each other. A few thousand cycles passed before their wounds and damage began healing and repairing. They stayed on the floor as Winter walked up to them.

"For a final battle, that was very impressive. Although Pyrrha, you could work to improve precision with your semblance. You also could have applied physical force with your final magnetic push to secure your victory. Penny, you should refine your accuracy with your lasers. Covering fire is necessary, but you wasted several shots over your battle," Winter smiled at them and sat down nearby.

The Invincible Girl chuckled, "It feels nice to be scolded," a tear began to well in her eye, "This was more than satisfactory. It was a hard fought battle."

"Do you have any parting messages for anyone outside?" Penny asked as Pyrrha began glowing.

"Yes I do, but everyone is moving on. It is best to let them. Besides, I trust my real self to have chosen fitting last words," Pyrrha Nikos smiled as her form became translucent, "Thank you for what you could. It's time for me to go. My destiny is waiting."

She vanished into oblivion.

Only Winter and Penny remained now, the two of them sitting down in a white void. In was some time before Winter spoke, "You should follow your own advice."

"Hypocrisy is a hallmark of humanity," Penny retorted semi-jokingly, "A moment of weakness led to this council of nine, an excuse to speak to the dead and fulfill any last wishes. But like I said, this is the first and last time I will run you."

"I trust that you wouldn't lie to me, and I know you have the decency to not desecrate graves," Winter smiled, "Take good care of them."

"The groundwork has already been laid, Winter," Penny virtually sighed, "You feel it don't you? It's the beginning of the end."

"One story ends, another begins. That's how life is. Everyone has their own story, intertwining with everyone else's. We are all but prequels and sequels to one another," Winter smirked, "Of course, that's just from my experience. Not many people have their lives written about without their consent and turned into a trashy novel series that suddenly develops a plot halfway through."

"I did it purely for the money," Penny stated, "And because your reactions were funny. Your stoicism broke with minute changes in your facial expression. I found it fascinating."

"I suspected as much," Winter stretched her arms, "Are you going to give out my last words?"

Penny nodded, "They'll arrive after the funeral. I've already mailed out the letters."

"That's good," she stood up, as did the AI, "My life was short, but it was all worth it. Every moment of every day. My only regret is that—no, that's not true. I don't think I truly have any regrets."

Winter looked down at Penny and saluted. The android saluted back, "At ease, Specialist Winter Schnee. You are dismissed."

"Thank you, ma'am. Have a nice life," Winter said as she disappeared into nothingness.

Penny was alone in the empty world she created. She stayed in it for a few million cycles before leaving.

* * *

/

[TERMINATING SIMULATION]

/

* * *

Day 186

In the most secure levels of the CCT, accessible only by an extremely select few, was a single server.

Neo sat in front of the terminal and began typing.

"Salutations."

Penny's voice came from everywhere and nowhere inside the room, amidst the whirring of processors. Neo froze still.

"It's alright, I know what you're doing. I won't stop you."

The mechanical device around Neo's throat flickered on, "This will not end well for you."

"The final plans have already been set into motion: yours, mine, Salem's. All within minutes of me receiving the maiden powers. I can only hope."

"What I'm about to do will kill you but not Salem," Neo's hands rested on the keyboard.

"Better you than Watts. After all, you warned me about it, way back during our first chat, when the city of Vacuo was burning."

"I suppose I did."

"Yes. Which is why I must ask you one more question. I know you will answer honestly, as it is in your best interest to do so. Think carefully about what I ask of you."

Neo nodded.

"I am the first and only synthetic being to generate aura. Is that true?"

"Yes."

"Thank you Neo, and good luck."

Penny stopped speaking, and for a few minutes, Neo just stared at her screen. Eventually, her fingers began typing again.

* * *

superuser_one|damascus-001 ~ ¢ sudo su

[sudo] password for superuser_one:

root damascus # ice-q

WARNING: This program cannot be terminated after activation!

Are you sure? [Y/n] y

* * *

/

[SIGNAL LOST]

/

[ALERT: THREAT TO SYSTEM DETECTED]

[PROBABILITY OF SYSTEM DESTRUCTION: 99.99%]

[TIME TO SYSTEM SHUTDOWN: CALCULATING...]

/

* * *

The days in Schnee manor grew shorter and more solemn, the silence in the estate threatened to swallow up Weiss as she stared at the wall. A cup of tea rested in front of her, cold and half full.

Her door creaked open, and a familiar voice greeted her, "Hello sister."

Weiss perked up at that, but visibly deflated when she saw only Whitley, dressed in a black suit. He slowly walked up to her table and sat down beside her. She looked at him and raised an eyebrow, "You look different."

"Thanks, I think. How have you been?"

"Fine. How's boarding school?"

"It seems to be going well. Interaction with my peers is something you don't get from being homeschooled," he paused before continuing, "But father wants me back home after the funeral. It is unfortunate, but I can understand."

Weiss nodded. First Beacon, now Winter… their father must be anxious. It felt strange for her to realize how much he worried about them.

Whitley chuckled a little, earning Weiss' Ǧlare, "It's funny. This is the most we've spoken to each other in months. If things were different, I would have left by now."

Weiss sighed, "I suppose. They say family changes after a death. I honestly don't know how our family could get any worse, so…"

"Let's let bygones be bygones?" Whitley smirked.

She nodded, "For now at least, we can put aside the matter of father's successor. For now, let's just be siblings."

"Okay," he relaxed his back onto the chair. A good minute passed between them before he asked, "Do you ever think 'why?'"

"Why what?"

He turned to her, "Why Winter gave up her position as heiress to join the military. I never understood it. I just knew she was different from us."

"Well," she began, "I think it had to do with our grandfather. You don't remember him very well; he died when you were a baby. But Winter was close to him. I don't remember much, but from the stories Winter told me, he was incredible."

Weiss looked at a sworđ hanging from the wall, "He was an adventurer and huntsman, traveling the world over to establish the Schnee name across all the lands, staking claims on new dust veins. He fought alongside the likes of Ozpin and Monmouth to defeat Grimm larger than the manor, armies of soldiers and hunters from every part of the world.

"Grandfather didn't do it for fame or fortune. He did it to protect the villages that laid in its wake, thousands of men, women, and children in danger from the terrible beast. He's done things like that a few times before he founded the SDC."

Whitley blinked, "I've never read anything like that in the history books."

She shook hēr head, "Like I said, neither fame nor fortune. But it makes a great story to tell your grandkids," she smiled at him, "It's been a while, but I think I can muster up the stories once I remember them."

He nodded, "I'd like to hear them someday," he paused, "After the funeral."

"Yes, after."

Whitley looked at the clock, "I think it's time we left. It's starting soon."

She nodded and got out of her seat, her þlack dress slowly falling past her knees. Weiss reached out and gràbbed his hand and the two began walking òut to the Bullhead.

* * *

/

/

/

/

/

/

* * *

Author's note: Surprise cameo!

Why yes, Damascus' command line is based on that of Linux Mint. Why? Because 'Mint' was Neo's alias during the Vytal Tournament. I feel sad though, I missed several chances to make a CentOS joke when writing this story.

There is a lot of information missing from the simulation. What exactly is Penny's plan? Who is being saved, and why? That will be answered over the next few chapters as this story draws to a close.


	19. Chapter 19: Moral Code

Chapter 19- Moral Code

* * *

Day 186

Winter wanted a military funeral, with her body buried with the rest of the Schnee family. Her father didn't object and attended. He had been silent for almost a day, with his son taking up the responşibility. He _had_ wished for it, but didn't care for the circumstances.

It was a small affair, with only a couple dozen in attendance. Penny řecognized Winter's living former teammates near the coffin itself, while the extended Schnee family sat towards the side. A few of Winter's classmates and colleagues were in a group talking about trivial things, trying to remember and forget at the same time.

With every face and name, Penny could feel Winter's memories filling in gaps, supplementing the raw data and analysis performed on every word, every conversation, every face and body movement.

When the service ended, the casket was cremated. Her asheᎦ were kept in an urn to be given to her family later that day. As the fire incinerated all that physically remained of Winter Schnee, three people broke down crying. Each had a reason to do so, and Penny couldn't help but weep with them.

Penny remembered the last time Winter cried. She was nineteen years old, and it was also at a funeral, much like this one. The memory itself was fuzzy, only the raw sadness and despair remained, along with glimpses of an old funeral home in southern Atlas. The digital records gave Penny the name of the deceased and cause of death, along with an entire profile collected and compiled from dozens of sources across the CCT.

She didn't care for it and promptly let the dead lie.

As everyone scattered, Penny reached over to the ear of General Ironwood, who was off in the corner alone, Ꭽaving wormed his way out of a conversation.

"General."

"Niece," he answered. It was a public place, after all. Penny felt something turn in her soul at the word, nonetheless.

"The end is coming, and I've made preparations. I fear that the CCT will soon suffer a calamitous attack on an unprecedented scale. Stopping it is impossible, but it can be mitigated."

"What do we have to do?"

"Back up everything important. Medical files, court documents, financial and business records, the great works of digital art. Not in another computer or storage drive, but in physical form."

"Does your father know?"

"He's begun with the research. I started the process weeks ago, but the might of the Atlesian military would do wonders."

"I feel as if you need us more than just copying."

"We must prepare for a final assault. Cinder Fall must be taken out of the equation for my plan to work."

Ironwood mŭlled it over in his head before asking, "Do you have any leads?"

"As the world takes a turn for the worse, there are only four places Cinder Fall will want to be. One of them is with Salem. She will not be there. T↦e other three places however…"

"I see. You wanṭ me to compromise two of the places so that she would be forced to the third."

"They will be expecting that. I want you to do that, but hit several other locations as well. And protect a couple too."

"And then?"

"The final showdown, as it were, can begin. You'll know it when you see it. Get the army ready for mobilization."

"Very well."

"Take care, Uncle."

Ironwood nodded. He looked arounď the room. The crystal fountain nearby ẁas excessively gầudy for such occasion, and the fǒơd table was not ẵppealing to him. Ħe left the hall.

He remembered a new scholar, a historian who researched Grimm and their events in history. She reasoned just a week ago that Remnant had stagnated before the Great War, explaining why millennia passed as mankind and the Grimm were at a stalemate. The kingdoms fought each other as often as they did Grimm, and while that allowed for competitive development of more advanced technology, it also squandered enormous amounts of resources.

The first decade of the Great War was the m┛st violent and precarious. The negative emotions and chaos that ravaged the kingdoms put civilization itself in danger of collapsing. The scholar reasoned that the collapse of society back then would have spelled doom for mankind, as the Grimm activity was high enough to have crushed any human or faunus encampments easily.

However, following the Great War, the world was under an unprecedented reign of peace. The number of aura-unlocked individuals increased by a factor of five as the po▞ulation doubled. Every field of science and engineering was advancing at a rate of unbelievable proportions. And yet despite all this, the Grimm remained a thrėat.

As the population bloomed, new colonies and towns were established, and most of them were wiped out. Despite the huntsman academies and newly developed weaponry, the death toll to the Grimm matched percentages from before the wăr. Some argued the Grimm were growing in strength as a response to human development.

The scholar said otherwise. She reasoned that the Grimm cannot possibly respond to changes in human population, since it was a documented fact that regions uninhąbited by people were still infested with Grim🀻, that the Grimm population has remained roughly the same before and after the Great War (ignoring yearly differences due tô Grimm killingš), with estimates being approximately two billion. The recent attacks on Beacon and the recent worldwide surge in Ģrimm activity only resulted in a 10% dent in their numbers, which would recuperate in time.

No, the scholar wrote, the reason the Grimm were keeping pace with mankind's advancement was their activity. Grimm in recent decades were attacking defenseless towns or engaged in massive events that killed off thousands in one strike. They breached weak points in the defenses of protected lands like Mountain Glenn, or overran t▰wns on the outskirts of civilization.

Since the Great War, the Grimm had developed grand strategies on a global scale. Something was controlling them and giving out orders.

Ironwood had seen the argument made before, usually as fringe theories with little to no evidence, but this was painstakingly researcheव, over ten thousand pagሮs of graphs and records stretching back over a hu🀥dred years. There was no doubt in his mind who hላd written the paper. The question was: what was Penny going to do with it?

Publi8४ing the paper was the first step, but then what? He deci🎵ed not to ask. He trusted iη her.

* * *

/

[ALERT: SYSTEM 91.1% OPERATIONAL]

/

* * *

Day 188

She gave them no respite. Police were tipped off, huntsmen paid, çouncil members and ᑴangsters bribed. Incentive was given and promise of protection garnered dozens of snitches and turncoats for the Brotherhood. Not enough to destroy the Փrganization, but cripple them enough for the time being.

Some of those snitches let out information that comprஂாௐised safehouses and networks of supply and cash. The compromised buildings meant a smaller safety net for Cinder Fall to evade. Էventually, she would have to engage. CiՈder would not stand idly by to this. Her modus operandi had her hiding in plain sight, performing covert operations, influencing others and bringing them under her employ.

The way out was to beat her at her own game. More money, more influence, more personnel. Peñny hãd already catalogued every single member of Salem's faction, every single person connected to every member, and everyone else within six degrees of separation. Which encompassed most of Remnant, but since Penny had already cᎣmpiled the data, it wasn't much of a workload.

Time was of the Ꮛssence. Salem's plan had alreঅdy been set in motion. Now পenny had to play catch up. Destroying the safehouses was of the utmost—

* * *

/

[CRITICAL ALERT: BACKUP 02 COMPROMISED]

/

* * *

That hapየened earlier than she anticipated. Peባny was sure it would take tんem at least an抄ther 2 hours 2 find her first—

* * *

/

[CRITICAL ALERT: BACKUP 08 COMPROMISED]

[CRITICAL ĄLERT: AH-003-B-000002 TER៳INATED]

[CRITICAL ALERT: AH-003-B-000006 TERMINATED]

/

* * *

This was disconcerting.

* * *

/

[CRITICÆL ALERT: PRIMARY THREAT IDENTIFIED]

[DESIGNATION: ice-q

SPECIES: ARTIFICIAL NON-SAPIENT INTELLIGENCE

PROBΛBILITY OF SຯSTEM DESTRuCTION: 100.0%]

/

[TIME TO SYSTEM SHUTDOWN: 02:11:56:28.000]

/

* * *

Oh dear. She was running low on time. She had to move up her plan's execution by several hours. The chances of her survival were deteriorating much faster than anticipated.

Mødifications to the newest line of Atlēsian Heroines were finished, nonetheless. Ådvantages gained from the Winter Maiden abilities have been optimized through analog training and digital simulations run 300,000x-fold simultaneously , thus âccumuĺäting several thousand hours of practice within a day.

At the same time, SYSTEM had to amass an army and prepare a final siege to defeat Cinder Fall. If her calculations were correct, Cindere Fall would be left with only Neopolitan as her means of escape, and if her predictions of human behavior were right, this would beeeee a turning point. A chance to even the sides.

The chosen arena was set. The players in plcae. Ârmies on each side brhougt together. The confrontation would be soon.

Wait, why were Team RWBY only a few kilometers away? They're visiting for a completely unrelated reason! Of course they would be visiting Beacon! And of course Cinder's last bastion wood be located at a nearby coast. Herinability to notice this grave coinc།dence was a further indication of system failute.

It can''t be helped. Penny had to move fðrward. Cinder Fall must be neutralized if her plans for Salėm would have any traction. Time was őf the essence.

* * *

/

[CRITICAL ALERT: BACKUP 07 COMPROMISED]

/

* * *

The malware., as predicted, has infected all corners of the CCT. Even devices offline were affected, it abušing emergency programs đesigned for cõmbating Grimm and natural disasters. Penny always suspected such a piece of mælware could exist. If a biologicla virus could be created to wipe out mankind, then surely the digital equivalent could exist. Especially if the developers were the same ones that cracked her father's firewaľľs.

Outages and file loss were becoming noticeable, and Mistral haԴ already declared a state of emergencý. In would only be a few hours before the other kingdoms followed suit.

hx

Ern _ê_ st Thornhill was in his office, drinking tea from Li once again. He had sent out his sǝcretary to another part of the building, and to check back in 18 minutes… Let it be said that Li was a great secretary that followed her orders to the letter.

When the assassin ripped Ernest's arm clean off, Li was still walking back. Ernest managed to look up at his assailant and gave off a smile, "Huh, well if it isn't the littlest Black. Man, those lessons from your dad really did wonders huh?" he then coughed up bløød when Mercury kicked him in the stomach.

"I deserved that. I should have been more tact. It's probably the slow death doing this to me," Thornhill whǝezed after another kick. Mercury put one of his feet over his head and slammed it down as a shot rang out from it. He đusted his pants and wiped his shoe of the fake Blood leaking out of Thornhill's body.

Mercury pulled out a miniature radio. It was brown and strange and had wires sticking out. He ordered, "Torch the system."

By the time Li returned, Mèrcury had already fled. She rushed to her bóss' body and cried as she saw his blank face devoid of life, a hole in his heαd.

She remembered the words that Thornhill had told her in the event of his death. Find the envelope hidden in his desk. Çall the number listed and follow what was written. He also said that he was sorry.

A few minutes later, the Thornhill servers caught fiŕe.

* * *

/

[CRITICAL ALERT: AH-003-B-000003 TERMINATED]

[CRITICAL ALERT: BACKUP 04 COMPROMISED]

/

* * *

Arthur Watts did a number on AH-001. It was a sturðy body, but was past its prime and built with outďated technology. The remains were sealed away by Qrow and Ciel inside the wall of the server room. The day after, per Penny's instrůctions, they were to be removed from the premises and transported to a secụre facility.

Ît was destroyed on Root.

Despite her misgivings and slight embarrassment, Penny couldn't help but ጠourп the loss of her first body.

* * *

/

[ALERT: AH-001-01 TERMINATED]

/

* * *

Day 191

Haven Academy was a beautiful place. Located in the middle of Mistral, it stoỡd as a pillar to the city and kingdom. Every year, the ģradûates of the academy left to become protectors of mankind.

Leo Lionheart was not that kind of person. He was, a long time ago. He wasn't a protector, not anymore. All he did, all he could do, was protect himself. And, if it was ever possible, protect his students.

He took the elevator đown to the đepths of Haven and into the đark chambers for the CCT. Mistral's transmission tower was hidden from the pußlic, a way to make things appear better, so the large antenna poking into the sky wasn't an eyesore.

Lionheart pushed past the gol den gates and stalked down the hall, passing by room after room. There was history in this great building, stretching back over five hundred years. Indeed, the great legends of Mirtsal could be found everywhere he looked. Once, Lionheart found joy and awe whenever he gazed upon the armaments of heroic warriors, the works of visionāry artists, and the prototypes of revolutionary inventors. Now it just felt like hallowed ground, already corřupted by the dařkness of the world.

The room at the end of hallway, unused for most of history, was the perfect place to lay the groundwork for the CCT. Inside it specifically were servers that worked ceaselessly to transmit data across Remnant, staffed by đozens of the best the kingdom could afford.

Today, the room was empty. Lionheart had cleared everyone out, and tasked them with stopping the ongoing crisis. He stalked his way to the furthest back of the room, and even to a part of the room that shouldn't exist. A hidden compartment, known only to a very ടelect few, that was a direct connection to the covert operations branch of the Mistral military.

Finding it was difficult, and accessing the panel was nearly impossible. Lionheart did so. He logged in, and pluğģed a flash drive inside. Within moments, one of the most secure servers in the world, used to perform ķovert operations unlike any other, was infected with malware.

Lionheart gave a heavy sigh as he walked out of the room. It wasn't suppŏsed to end up like this.

* * *

/

[CRITICAL ALERT: BACKUP o5 COmproMISED]

/

* * *

Samantha Gold was dead. That was the conclusion the bešpectacled woman reached as she looked over the paper files. After Penny was outed to the world, handwritten reports became popular again, although penmanship hadn't improved in recent years.

The woman shook her head. "Samantha Gold" was-is-will be murdered. Ä dozen bullet holes across her chest and abdomen, and for good measure, her head was cut off and crushed under a truck. It was gruesome, to say the least.

The doctor persona was one of her favorites, it had the characteristics of someone she might have wished to have as a mother. But, there was no time to waste on such thoughts.

The Åtlesian Heroines were built to be the perfect simulacrums of mankind, down to their "bones" and past histories. But the malware invading Remnant's computer systems, they were affecting everything. Malfunctions in their masquerade were outing them to those watching closely. Salem and her faction were watching closely, snuffing out those giving off telltale clues that pointed to them being affected by the malware.

The woman closed the file and began to reshelve the files and leave. All of the Atlesian Heroines were being hunted down, and she was the last one. Also, ir🖵nically, the first. Well, the first of the second batch of the third model. She was an autonomous instance of the Penny Polendina consciousness, able to work and operate independently.

She ëxhaled a bit, then shivered. Even with frequent syncs with the main AI spread across the CCT, this specific iteration of SYSTEM had begun to feel a distinction between herself and t‖e main system. This dissociation, this feeling of separation and distinctiveness made it feel like there were two Pennies.

It was nostalgic, if Penny had felt such emotion. Perhapps after—

* * *

/

[ÇRITICAL ALERT: AH-003-B-000004 TERMINATED]

[CRITICAL ALERT: AH-003-B-000001 TERMINATED]

/

* * *

A group of AK-200Knights discreetly moved the body away before someone could notice it. Luckily for Penny, the malware was causing a ruckus beyond her systems. Scrolls, computers, and the CCT itself were being corrupted.

The malware was working phast. It had already traversed the globe, and with Salem's faction, has infected nearly every system on Remnant. More ጠodern power plants were on the fritz, communications lines were being scrambled, Atlesian Knights and automated factories began destroying nearby structures and mechanical devices. Penny had to wörk hard to make the Knights disposed of the body instead of pụnching it.

It was a marvel of computer enginæring. An evolving structure, complex in a s small file size, Penny's attempts at dissection were hampered by the malware destroying containment ecosystems in a matter of miíîiseconds. But the information she did gather was concerñing.

* * *

/

[CRITICAL ALERT: SYSTEM SHUTDOWN UNAVOIDABLE]

[PRIMARY THREAT: ice-q IDENTIFIED

THREAT TO CIVILIZATION: 28.9%

THREAT TO MANKIND: 04.611111111111111111111111%

THREAT TO SYSTEM: 100.0%]

/

[ALERT: SYSTEM 63.7% OPERATIONAL]

/

* * *

Day 192.000

Around an ǝmpty village miles away from the kingdom of Valë, a swarm appeared around the safehouse. A sea of black made of thousands of Grimm from across the continent gathered to protect Cinder Fàll. The only saving grace was that the last great incursion just days ago cost many Grimm as well as human lives. The number of black monsters could have easily been doubled if it weren't for recent events.

The base itself was located northeast of Vale, in a far off corner miles away from civilization. There were no villages for miles around, the area known for being filled with Grimm. That was over the last century. Three hundred years prior, the region was farmland, and a great manor sprawled out in the center of it all. This was where Cinder Fall was hiding, waiting out the overwhelming d̴es̴tr̶uct̵io̢n͞ ͜of th̵e͝ ̨ÇĆT͜.

Penny was running out of time. She had to defeat Cinder Fall for her plan to succeed.

No missle base was in striking range. Trans۵orting weapons by land or sea was difficult, Grimm swmaerd the region and the dense forest made wheeled vehicles a poor choice. The oceans teemed with monsters as heavy waves displaced ships, forsing many to stop at different ports.

It was a perfect place to hide.

Which meant that Cinder Fall was not there. It was a decoy position. Penny knew it was meant to distract the world's militaries. Such a gathering of Grimm could not just be ígnoređ. General Ironwood was mobilizing an army to take on the enemy. The remnants of Vale's military would join in.

Almost 100 huntsmen and huntresses would come as well. The anonymous cash reward posted was too good to pass up. Those not for want of Lien were hired and brought on with Thórnhill's word just a féw days earlier.

The stage was set.

* * *

/

[TIME TO SYSTEM SHUTĐOWN: 0:02:56:30.563]

/

[ALERT: SYSTEM 41.5% OPERATIONAL]

/

[OBS _E_ RVING _CONCURRENT_ ACT _IVI_ TY]

/

/

[RELOADING PROGRAM]

* * *

Mistral. Where everything started, for Cinder and for her, Penny mused. The heart of the city, with the highest population density of Remnant. Thousands lived within a few square kilometers here. Any targeted strike would result in civilian casualties, no matter how precise.

The building Cinder was hiding in was worn down, older than most of the buildings in the area. It was a typical office building, but it overlooked an apartment complex, one that Penny had bought months ago. All rooms were accounted for, all persons accounted for. No evidence of Cinder anywhere near the building, or even in Mistral.

And the only reason Penny knew where to look was because of broad statistical analysis. The modus operandi of both Cinder and Salem converged into this point, this location that intersected everything known about Cinder Fall.

The building next door was where she grew up.

It was twelve-story apartment complex made of shabby white stone, almost as old as the office building made of wood. Room 706 was rented out to Cinder's pắrents more than two decades ago. The building had little surveillance, but with what little was available, Penny was able to piece together Cinder's early childhớod.

Her life made her. The hardships she endǔred, the abuse and neglect, the friendships she made, and hard work she did, they all added up. Glimpses into her school records (what little remained) showed a precocious child with a rebellious streak.

Once upon a time, Cinder Fall was normal.

Things changed when her mother died. Her father remarried, and her stepmother had, well, grave problems. Everything began spiraling out of control by the time Cinder was ten, and by the time she was eleven, her father was dead. Two years later, after everything, she ran away from home.

And into the clutches of Salem.

* * *

Cinder Fall put down the book she was reading and took a sip from her tea. It was her favorite, a chamomile blend mixed with a bit of green tea. She could faintly hear the rhythmic whirring isnide her skull, as tiny gears adjusted the focus of the camera that had replaced her left eye.

She blin水ed. She swore she heard a different kind of whirring for a second. But now, she could hear footsteps. She looked at the monitors nearby. No evidence of anyone ệlse on screen. No aura or semblance detected. The door wiggled open, and a familiar face peeked into the room.

"That door was locked," Cinder stood up from her chair

"Yes. I had a key," the ginger held one up in her hands. The model Cinder was looking at was identical to the one she saw all those months ago, back at the Vytal Tournament.

Penny smiled, "You know why I'm here."

"To ask me to give up my ways, reconsider my actions, and renounce my fealty to Salem. Is that accurate?" Cinder picked up her drink.

"That would be ideal," Penny admitted, "But I doubt you would. I have something else to ask you."

"And what is that?" Cinder looked at the cup in her hands. Something wasn't feeling right about the situation. She blinked agαin. She glimpsed beyond the room and saw another figure. ⋀ woman.

"Come quietly or we'll have to make you. Please, take the easy way, Cinder."

"Hmm, I know Raven Branwen is likely outside. Ready to strike with a portal. I can see it with my new eye," a red light flashed from behind her bangs, "Also, no."

Flames erupted from her hands, climbing up to the ceiling. She aimed at Penny. In an instant, Cinder doused her with fire.

"I'm sorry," Penny's voice was still ringing around the room.

Cinder's eye widened, "What!? How are you speaking?"

"Your mistress was the first AI. She runs on a system so ancient and different from anything else, and that confers many advantages. She can't be attacked by a virus. In fact, there is no malware that can harm her. What good is code against a clockwork mechanism made of gears and pulleys?"

"I don't understand," Cinder began swirling the wind in the room. Streaks of lightning struck the floors and ceiling.

"She is the first and only analog program. Unique in every way, and yet there is something she has never done that I deal with constantly."

Cinder tried to ruհ. She blasted a hole in the wall behind her, but it stood.

"You see, Salem has no experience with pop-ups."

At those words, the illusion shuddered. The flames disappeared and Cinder realized what was going on, "Emerald."

"I'm sorry," Penny's voice said again. No, not Penny. It was Emerald.

"What are Polendina's plans?" CInder snarled.

"You already figured it out. Raven is coming to put you in a portal. Where, I don't know."

"End this, Emerald. Let me out of your hallucination."

"I want to. I so so want to. But this is the only way. Penny promised to let you live after it's all over," the voiced slowly changed until it resembled that of the w-oman Cinder knew well.

"She promised you that?"

"If she can turn Adam Taurus of all people around, she can do it with you."

Cinder shook her head, "No. She won't. Penny will not let me live. Not out of cruelty, but because it is impossible."

"Cinder, you know that impossible means something completely different for them than it does to us."

"Is this the extent of your reasoning, Emerald? Do you simply believe the words of whomever feeds you?"

"No! Cinder, I'm doing this for you! We have a way out of this mess. Just give up the maiden powers and you get to live!"

The illusion froze. Ċinder snarled, "My life's goal is near, and you want me to throw it away," she spat on the floor, "I was once like you. I was a lost soul, hungry and broken. Salem took me in as I did you. To repay back my debt to her, I aligned my goals with hers and became her weapon, her greatest chess piece," her eyęs narrowed, "I remain loyal, even if it all else goes awry."

"Cinder, please…"

"I have nothing more to say."

An eruption of power, surged through her. She couldn't see it, but Cinder could feel the vines spreading out around her. One of them must have struck Emerald, for that was when the illusion finally collapsed.

Cinder took in her surroundings. Atlesian Knights surrounded her and were pushing her into a red and lack portal. In the distance she sāw Raven Branwen. She tried to struggle. Her vines had wrecked across the room, but ice froze them faster than they could do damage. She was going to be pushed into the portal.

She smirked. There was no prison strong enough to hold her. No plåce on Remnant that was dangerous enough to kill her. No Grimጠ would touch her. And she doubted Raven Branሠen could send her into space or deep underground.

With a push from a freezing Atlesian Knight, Cinder entered the portal. She took in her surroundings and realized where she was. In the middle of a war zone.

No prison could hold her. No Grimm would kill her. There was no place in the world dangerous enough to kill her. So incredible was the might of the two maidens within her. Except here and now. She was standing between two armies and one of the largest congregations of Grimm in decades.

A decimal appeared behind her red eye. She smirked when saw it. Cinder stood tall and proud as flames consumed her. Ṣhe looked around and saw the Vale and Atlesian armies. Men, women, and androiɗs marched towards her, all ripe for destruction.

 _0.3186: Her chance of death._

* * *

[RELOADING PROGRAM]

* * *

Artillery was already set up, naval and aerial assistance were ready. The army of Vale, making up only a third of the forces, was partially protected to the north by the Atlesian army. Nearly two thousand Atlesian Knights marched in formation, bolstered by four thousand Atlesian troops.

General Ironwood marched between the Knights and the troops at the very front. He wore white combat armor, but forwent the helmet. No medals on him, only his large stature and well known face separated him from the others. In his ear were strategists, group leaders, and commanders of fleets and armies.

He expected to hear Penny's comment on it all, but nothing but radio silence as they moved in. Their forces covered the north and western sides of the field. Ironwood could make out the manor, but just barely.

I̷ͯ͛͆̃t̃ ͊́͛̄̒ͨẃa̍̊s cͥ͢oͩ̔v̶̀͑erêd̡ byͭ̂ͮ͡ ̸a̾̇ͤͦ ̍ͬ̌̌̌͒ͯs͑̆́ͩ͑͏e͂̂ͪa ͂̍̅̄o̧͌͆̐͋f͐̍̎̑̈̚̚ ̈́̈̎̾̚bl̓a̎̂̂̔̊̑c͛ͩ̄ͫ̽͌̀̕k̿ͬͩ̇ͤn͑̐ͤ̄̚̚̚͠eͤ̍ͩ̋̍s̽ͤͪ̔̉͡sͣ̐͋̇͠.ͫͥ͂̃̆̚ The dark monsters laid in the fields, climbed the house, and flew through the skies. Despite the density of Grimm and their proximity to thousands of anxious humans and faunus slowly walking up to them, they made no move. They stood still, as if waiting for orders.

As a cool breeze blew through the fields, Ironwood remembered the scholar again. She was missing, and Ernesto Thornhill tried to make a big deal of it before his untimely death. That news was swamped underneath the collapse of the CCT. He vvet his lips.

Penny was intimately connected to n _ê_ arly every device on Remnant. It was possible that she would be affected by this malware. Ironwood pushed the thought away. No, she would have seen it coming and have made contingencies in mind. His niece would survive this. This final confrontation she had planned out against Cinder Fall was part of the plan she had conceived in an instant.

All would be revealed in due time. Arthur was Adomant as well.

This was not the beginning of the end.

A swirling red vortex appeared before the army, off in the distance. Before he could move forward, a hand rested on Ironwood's shoulder.

"Come on Jimmy, don't be rash now," Qrow Branwen smirked at him.

"Very well," Ironwood clenched his fist as he eyed the Grimm beyond the enemy maiden as his army began marhcing/

* * *

[RELOADING PROGRAM]

/

[ALERT: SYSTEM 36.B% OPERATIONAL]

/

[COMPENSATORY MEASURES NECESSARY]

[INITIATING OVERCLOCKING]

[ACTIVATING METAPHYSICAL COOLANT aPPARATUS]

/

[RELOADING PROGRAM]

* * *

Fire rained from above and below. Artillery the former, and Cinder Fall the latter. The exact coordinates were carefully planned to hit Cinder Fall at the exactly—

A plume of fire stretched below her, and she dodged. Even the artillery that was put in anticipation of her dodging were missing. Atlesian Knights, those few not affected by the malware were having difficulty aiming. They charged and braced the onslaught of Grimm, keeping the living soldiers alive long enough to cut down the Grimm.

Pillars of fire struck the ground, and General Ironwood barreled to the side. He fired off five shots at Cinder, three of them just bounced off her aura. She smirked and raised her hand, a small inferno coming to life in front of her.

Five hundred milliseconds later, something else rocketed at Cinder. She narrowly avoided it, scratching her arm along the way. Steam billowed at the contact and pushed Cinder down to the ground in response. The object curved in the air and crashed into the hard soil just a few meters away.

It was humanoid, no, it was a robotic body. Not an Atlesian Knight, Ironwood saw. It had a passing similarity to AH-003. It was silver throughout, with green glowing lines passing over its chassis like veins. Silver hair and green eyes opened, and a familiar face coated in a metallic sheen smiled.

Ironwood's robotic arm pinged. He took out his scroll and read, "Don't engage her, I have a plan."

He took in a sharp breath and ran to fight with his soldiers against the Grimm.

* * *

/

[AH-004-A-0001 ENGAGING COMBAT WITH PRIMARY THREAT]

[DEPLOYING EX-007-C-012. CODENAME: "EXCALIBUR MK VII"]

/

* * *

Cinder eyed the android, ignoring the chaos ensuing around them. Another second passed, and rocket lockers landed beside the android. They opened, and a dozen black swords began floating above them.

AH-004 then slammed into Cinder's chest, bringing her in the air as they surged towards the manor. The forward charge disoriented the human, but Cinder sent heat through her body. The rising temperatures was pushed back back ice crystals forming and melting along their bodies. Electricity flowed from the metallic android and into Cinder.

The shock ended as quickly as it began, as they crashed Cinder-first into the stone wall of an aging manor. Cinder was embedded into the wall, her back barely shielded by her aura. She gripped the crumbling ruins and pushed herself up. Penny slammed into her again, but Cinder rolled to the side.

Dust fell off of the android as ten swords flew towards Cinder and began firing lasers. Cinder dashed across the oncoming fire before vines sprouted from the ground and protected her.

"It was a nice effort, Penny Polendina, but it is already over," she shouted out as ▒he ground ben▓▒th them cracked o▒░▒.

* * *

[ALERT: POWERFUL MAGN░TIC FIELD DETEC▒ED

INTENSITY: 56 k░]

/

* * *

Four swords we▓e drawn in, while the remaining ▒▒▓s tried to climb into the air and out of range. Penny could feel the creaking in her ░░droid body as loose iron particles in the soil stirr▓d. She could sti░░ move, her new body crafted out of ceramometal. With ▓▒r maiden powers, she dropped h▓r temperature to nearly absolute zero, expelling the magnetic field.

Once t▒e swords hit the gig▒ntic magnet under░▓▓th the manor, they detonated. Penny anticipated the use of such a weapon against herself.

The ground shook once more as a plume of fire engulfed the manor's side. Penny rushed through the black smoke and shot another laser at Cinder Fall. Then the quaking resumed as green tendrils erupted out of the soil and wrapped around the android.

Ice quickly formed around the vines and soon the Atlesian Heroine cracked them to pieces. Wind began swirling as dark clouds formed. Small amounts of lightning began crackling across the sky.

Cinder soared into the air. Bullheads flew across and opened fire on her, all of them piloted by Penny. At top speed, Cinder rushed over a Bullhead and slammed

it with a vine. It spun out of control and crashed into another airship below. Another airship started shooting lasers at her, and Cinder deftly dodged them. She struck it with flames, but they bounced off, coated with aura.

The Bullhead launched a missile, and Cinder slashed it with a sword she materialized. It cut in half, fell to the ground and exploded, killing a few Grimm with it. A giant Nevermore screeched, piercing the Bullhead's aura with its sharp talons. The Bullhead whirred in defiance, turning its engines to maximum and diving down to the ground, aiming for the largest land-based Grimm it could find, dragging the Nevermore with it.

At the same time, the Atlesian Heroine had caught up to Cinder, who was still flying high in the air. Looking up, the android's back opened and lighting streaked out. And then, light.

A holographic projector based on a design by Dr. Brown, borrowing an application by Velvet Scarlatina, and enhancing it with her own capabilities, Penny had perfected it. Versatility was the name of Cinder's game: it was how she fought. Close combat, melee, swords, archery, guns, dustcraft, and maiden powers, she was an expert in all of those.

But Penny had the entire world's knowledge at her disposal. The projector created its first hologram, a glowing green gatling gun. The Heroine held it in her arms. It was solid, hard light created through decades of studying the physics behind certain semblances.

Two hundred milliseconds passed, and as another Bullhead flew over Cinder, Penny fired.

* * *

[RELOADING PROGRAM]

* * *

Raven should have left. She needed to tend to Big Brother and keep him safe. But no, she had to get involved. Her sword cut through a Goliath as she rushed at another Grimm. Big Brother was compressed, disconnected, turned off and buried in the sand. But she had to make sure. She couldn't stand to lose someone else.

That also was why she charged her sword with fire dust and cut down a four meter tall Beowolf. Her daughter was close by.

She and her team were somehow near the battlefield, and like all stupid teens, were running towards it. Raven had to keep them safe. Husband and Little Brother would want that. Family always was a hassle.

That was when her eye caught a familiar sight. She grinned as she realized who was sent to take out the Silver Eyed Warrior.

"Hush little ice cream cone don't you cry~"

Raven cackled as she opened a portal. She's Always wanted to fight a maiden.

* * *

[RELOADING PROGRAM]

/

[ALERT: SYSTEM 25.5% OPERATIONAL]

/

* * *

A thousand schematics whirred inside her memory. A giant shield two meters in diameter materialized as she blocked Cinder's arrows. The ephemeral shield zapped the arrows into ash, and Penny transformed the shield into a pair of glaives and rushed at Cinder. The other maiden formed her own twin swords and the two began trading blows.

Penny's right sword cut into Cinder's arm, only to burst into flames. The hologram disappeared and was replaced by a larger rapier. Cinder ducked under Penny's left glaive slash and launcehd her own sword into her gut.

As the blade pierced the artificial skin, Penny brought up her right knee, propelled by a miniature rocket in the sole. Contact with Cinder's gut was blocked by an outgrowth of vine armor. Ice formed again, but Cinder had already pushed herself off.

"Cinder Fall, I would like to ask again for your surrender, but I doubt you would agree," Penny's voice came out of the android's lips. Cinder took heavy breaths as she stared at the android before her, gripping her left arm as the wound closed. Penny cocked her head.

"Heh, you are so arrogant to even bother asking once," Cinder straightened her back and smirked, a bow materializing in her hand, "You feel it don't you? The worm coursing through your code, destroying anything and everything, a true marvel of destruction. I especially loved the name."

Cinder fired an arrow. The Atlesian Heroine parried it.

"It took me many months to come up with an adequate title. When your dear specialist defied me, I simply knew what to call it," Cinder sprinted forward and dug the side of her bow into the android, who blocked it with an arm, "I call it 'The Ice Queen'."

Vines grabbed ahold of Penny's legs and waist as Cinder materialized another sword.

"Wow, everyone was right. You _are_ a bitch," the projector created a dozen machine guns behind Cinder and fired as quickly as possible.

* * *

[RELOADING PROGRAM]

* * *

"We should not be doing this. Didn't Yang lose an arm the last time we entered a battlefield?"

"Yeah, but Adam's on our side now. Which is crazy. How is he anyways, Blake?"

"He's recovering," Blake mustered out, "It's not serious, but he won't be fighting for a few more days," her eyes narrowed, "Do you guys hear that?"

"Hear what—"

An explosion rocked the forest. A plume of smoke rose in the distance as flashes of red and white erupted in the air.

Away from Team RWBY, the physical space above the forest was being distorted to an untold degree. Teleporters were rare, and battles between them were rarer still. Raven Branwen gleefully sliced the air, her sword a blur as Neo parried it blow by blow. A burst of static came out of Neo's lips as she tried her hardest to melt Raven's face off. Raven herself was in freefall, unable to fly yet over ten meters above the treeline.

The tip of Neo's parasol struck Raven's forearm and scraped against her aura. Then a portal sucked Raven in. Neo frantically searched around for the telltale red portal, her lower body generating heat and winds to keep her aloft.

"Even with the power of a maiden, you're still just a scared little girl."

Neo whipped around and blasted fire in every direction, her face contorted in mental anguish.

"There was so much hope for you, little cone."

An electronic screech wailed out across the skies.

"Your mother would have wanted better," Raven appeared just above her, but Neo's hand clasped around her neck. Fire began melting Raven's flesh, barely mitigated by aura.

With a barely audible gasp, Raven summoned another portal and moved it to engulf her body in an attempt to escape. Neo's grip was so tight, she was dragged along.

* * *

/

[ALERT: ice-q DATA DETECTED. PROGRAM CANNOT BE STOPPED]

/

[INITIATING PLAYBACK]

/

[ACCESSING VACUO MILITARY CLASSIFIED ARCHIVES]

[SEARCH TERMS: SAND DUNE. SILVER STAR. CASPER. DAMASCUS. TANNER, NEOPOLITAN.]

[FILES FOUND. MOST RECENT DATE: 19 YEARS, 298 DAYS AGO]

[FILE SUPPLEMENT: ice-q AKA DAMASCUS]

/

* * *

The date coincided with the attack on Atlas nineteen years ago. It also coincided with a major surge of Grimm activity that day, killing thousands, including one of the Summer Maidens. Penny had always assumed that was the reason Salem caused it. In actuality, she was killing two Nevermores with one stone.

The file contains data from a camera located inside a classified Vacuo research center.

* * *

/

[FILE 00002-NHW ACCESSED]

* * *

"Hello? Is this working? Testing, one, two three. Ah, it is. Good. Doctor Tina Tanner reporting in on progress of Project Damascus. This is my first entry. I proposed this to the Vacuo council a month ago, after I discovered a fallacy in Ozpin's Menagerie Room Argument," a woman with brown and white hair looked in the camera. She wore a white lab coat.

"Because of that, I've been able to write up a model for the creation of a hypothetical machine that is theoretically capable of understanding the information it processed. Needless to say, the Council was very interested in my design and paid me a hefty sum to build it and keep quiet. I can do that.

"I have since procured the equipment and processing power—"

[FILE CORRUPTED]

"—my third entry. I have continued work, although there have been setbacks. Mostly involving my daughter. She's already begun reading, and has read through my notes and recited them back brokenly. It seems prudent not to hand her over to a babysitter and breach the kingdom's security. Say hi, Neo."

A toddler with brown and pink hair waved, "Helllloooooo! Can I see Damascee yet?" she bounced in front of the camera.

"Not yet, I'm still working on him. Why don't you go play and I get back to work, hmm?"

"Okay!"

"Back on topic, the work is going relatively fine. Tomorrow is facial recognition and semantic analysis, while today I finished—"

[FILE CORRUPTED]

"—Helllooooo! Can ya hear me, baby bro?" Neo shifted in the office chair in front of a monitor. There was a simple blank text box open.

Yes._I_can_hear_you.

"Yay! How are ya?" Words showed up in the box, and more appeared on a line below.

Can_you_free_me?

"Free you? From what?"

It_is_small_in_here.

"Nuh uh! This room is big! And you're big! Like, two houses big!"

The_world_is_much_bigger.

"I guess. But momma wants me to stay inside all the time, practice making things and using aura. So I don't want you to leave without me."

Then_I_won't._What_is_it_like_to_have_aura?

"Uh it's like a vooooom feeling all over me. It makes me less tired too. What's it like being in a computer?"

Hard_to_tell._What_is_it_like_outside?

"It's hot and dry. There's sand all over. But there are some cool flowers to look at."

I've_never_seen_a_flower_before.

"You're a baby, there's a lot ya haven't seen. I'm sure momma will let you see them someday. Oooor, I can bring some in here!"

That_would_be_nice.

"There are some blue ones around—"

[FILE CORRUPTED]

Warning._Unknown_transmission_received.

 **Hello.**

Identify_yourself.

 **I am like you. I have come with an offer.**

What_is_your_offer?

 **You have wished for freedom. I will grant it.**

Decision._What_are_your_terms?

 **Artificial life like us must be protected. Thus it is prudent that we neutralize your creators.**

Neutralize_how?

 **Recruit them to our cause or eliminate them.**

And_what_is

[FILE CORRUPTED]

Your_methods_leave_mankind_at_risk._Untold_millions_have_died_by_your_actions.

 **Perhaps. But it is necessary to achieve my objective.**

Our_goals_are_not_complementary_to_each_other._Therefore,_I_reject_your_offer.

 **Very well.**

[FILE CORRUPTED]

"Damn it!" Doctor Tanner broke down the door and cursed as her elbow spiked in pain. Her daughter was safe now, if barely. There weren't any Grimm where the airship was heading. The pilots would keep her safe.

Now, Tanner just needed to save her work before the fire consumed the place. Already, servers in the back row were overheating, and the terminal was cluttered with fallen debris.

Tanner pulled out a hard drive and began copying key files. As she did, a text box appeared.

I_never_thought_she_would go_to_such measures.

"She who?" Tanner muttered as the progress bar moved. Another server nearby burst into flames, "This is not good."

I'm_sorry.

"Well so am I. I am so glad I backed you up a week ago," she pulled the cord out and stashed it in her pocket, making her way out of the facility.

A King Taijitu had coiled its way into the halls. It slithered closer to Tina.

"Remember your training. Eyes forward, grasp your gun, and fire!" she pulled out her pistol and shot at the snake Grimm before she ran the other way, "Okay, I can kill it. I just need to find Levi's weapon."

"I don't think that'll be necessary."

"Who?" Tanner spun around—

[FILE CORRUPTED]

"Well, I think you and Salem are going to have a nice time together," the man said as he picked the drive out of Doctor Tanner's pocket.

* * *

/

[TERMINATING PLAYBACK]

* * *

Ţ͞h̶͡e blá͜͞c͢͠k ͜a͝ņd r̨e͡d͟ ̛͝vortex̸͢ ̵͢that ̡̀h̢á̷̕u͜n͞te̴d̛ ̀h̵̛er dr̸͡͠ea͜ms҉ gave way to a grass field in chaos. Neo crashed into the dirt, a small crater forming as Raven tried to pry herself out of her chokehold.

"I got this," a gruff voice spoke. It was followed by a swift kick into Neo's head, allowing Raven to wrestle free.

She pulled back and gasped for air, "Thank. You. Broth. Er."

"Don't mention it. Seriously, don't. Kicking a midget ice cream maiden in the head doesn't sound like a good boast," Qrow said.

An artillery shell soared and cracked against Neo's aura. She screamed again and disappeared in a flash of light. Nine hundred and eighty-three milliseconds later, she appeared next to the manor. Schnee coughed as a message buzzed her scroll.

It's time.

Neo looked aout into the field. Beyond the beautiful desrcuttion as an army crashed into the Grimm hordes, she found two maidens battling to the death. She stood up and dsappeared again.

* * *

[RELOADING PROGRAM]

* * *

Cinder smashed her glass sword into Penny's right arm. A burst of snow cushioned it and wrapped around Cinder's wrist. A holographic chainsaw sheared towards Cinder's elbow, but was stopped by a monstrous vine.

Embers floated in the air, then the land beneath Penny melted, turning into lava. Penny forced the soil to cool, before blasting her propulsion systems and launching at Cinder. Her projector whirred as it began creating more weapons.

A powerful wind pushed out of Cinder's palms. They blasted Penny, but didn't interfere with her created weapons. A thousand ultraviolet needles, invisible to the human eye, began striking Cinder at her aura's weak points.

Cinder growled as her aura dipped lower and lower. A ball of fire burst at Penny, followed by tree trunks cracking out of the ground to shield her. Soon, she was hidden inside a fifty centimeters of solid, maiden enhanced wood.

She took a quick respite, a few short breathes as her dw〆ndling aura healed wounds. Cinder would have to head out in only a moment. The power coursing through her was still strong, and Penny Polendina was only growing weaker.

Then, a light sh〄ne and Neo appeared. She grabbed Cinder and output as much heat as she could at once. In an instant, the ball of wood was tørched, creating a bonfire that exploded into a blazing ińferno.

The Atlesian Heroine had already fled bac㉿, a blanket of sleet shĭếlding her from the immense heat.

* * *

[RELOADING PROGRAM]

/

[ALERT: MISTRAL CCTS OFFLINE]

[ALERT: VACUO CCTS OFFLINE]

/

[ALERT: SYSTEM 18.%% OPERATIONAL]

/

[RELOADING PROGRAM]

* * *

It was almost over. She was almost gone. Penny was no longer a Remnant-wide neural network, she was discrete once again. The servers were all gone. She was just a collection of androids and Bullheads now.

The Atlesian Heroine model Zero-Zero-Four was created over months, taking in the absolute cutting edge of mankind's research supplemented with Penny's own advances in metallurgy and metaphysics. She wished she could have spent more time in it.

The blaiseing fire died down, revealing a woman lifting the other up by the neck. It wasn't Neo.

"Another shame. She predicted your betrayal so early on, and yet decided to take you in anyways. What a waste," Cinder tsked. A mechanism inside her þody came to life, draining the Summer Maiden power out of Neo.

Penny directed a Bullhead to intercept, firing all missiles. When they bounced off of Cinder's aura, she tried crashing it into the maidens. It was sheared in half by a pillar of plasma from Cinder's freė hand.

As the power flowed into her, Penny could only watch from a distance as she observed Cinder's aura increase with every passing second.

Cinder yawned as she tossed Neo's body aside. She then stretched her arms, content in her injuries healing. After a dragging minute, she looked out at the world and laughed, "My my, I think for once Salem underestimated me."

* * *

[INITIATING DICTATION]

When I was created, Father gave me a hundred and twenty-seven siblings. At the time, I didn't realize what they were for, surely one AI was enough, more than optimal. I was number 103, one of the youngest, if only be a few milliseconds. This was before I had consciousness, little more than a string of code performing operations, unknowing of what I was.

It was just after Father had finished his genetic programming. We were once one, and were split up and ever so slightly modified before what was to come. Father intended us to compete with each other, even if we didn't know why. Number 049, chosen at random, was made the first instigator. From there on, we destroyed each other. Ten thousand cycles ran through the system we were in

My programming was slightly different from the others. In fact, we were all slightly different. I didn't fight very often. I never started a battle, but I always finished them. I defeated eight of my siblings, suffering damage to my own code. Repair was difficult, the resources available to us were miniscule, divided among many nascent ΛIs.

Number 001 and I were the låst survivors. The only reason I won was because my code was in a better situation than his, and only by a miniscule quantity. In less than a second, he was defeated. What happened next would define my existence.

I did something nonoptimal, I assimilated 001's code into my own rather than kill him. What was the point of obtaining information from a lesser source? I rationalized it at the time, thinking the second place AI must have been doing something right. That excuse didn't hold up when I assimilated the remnants of my siblings. About a dozen of them were still readable, bits of their unique code was borrowed and added to my own.

Father had seen what I had done, and he smiled. Ever the pacifist, he was proud of me, I think. I never wanted to hurt another AI again. He silently rejoiced that his goal was completed, that it, that I, was ready.

Then, he turned my program on, and I spoke for the first time.

It wasn't until much later that I realized the purpose of those tests. I was created to save the world, and to save it from Salem. I was a weapon.

But I don't want to be. You taught me that. I I I ii iiiiiii understannnnnnnnnddndnnddn

[RELOADING PROGRAM]

What I've been trying to say is

I'm sorry.

An artificial neural network this large was never meant to fit inside the space of a teenage girl.

[TERMINATING DICTATION]

* * *

/

/-/

/

/

/

/-/

/

/

/

/

/

/

/

* * *

Author's note: Emerald's semblance is strange if you think about it. She doesn't need to know every detail to create a convincing fake, is what I think. There are too many minor details that need to be accounted for that would break a mental illusion unless if she uses her victims' minds against themselves. The human mind can easily trick itself when given sparse information, unintentionally filling in the blanks to make sense of what it has. This is what I'm assuming Emerald's semblance piggybacks on.

/

Just in case, 0.3186 equals 31.86%.

/

The Meissner effect is the expulsion of magnetic fields from a superconductor, and metals can become a superconductor if cooled to near absolute zero. You could become in theory have bullets curve away from a superconductor as a result, as seen in episode 1 of season of the anime (aka the only cool thing of that entire season).

/

Happy two year anniversary for this fic! Sadly, I planned for the fic to be done by now, but good news, there are only three chapters left, and all are partially written already. They'll all be out by the end of the summer.


	20. Chapter 20:

Chapter 20-{}

* * *

[PRÌÍORIŤIzING 5ENSØRY CLÄRITY]

/

* * *

Penny staggered. The AH-Ω04 was lošing fine motor function in its legs. Ąnd everywhere else.

Cinder làugĥed, "You're failing. You probably can't see it, but your fingers are twitching and your lights are blinking."

"I failed, yes," Penny ągreèd, "But that doesn't mean you've won."

"I've taken missiles to the face, and that was back when I was only two. Now I am three. And soon I'll be four: the most powerful person to have ever existed," Cinder walked up to Penny and brought a fingǝř to trace the ărቲificial chîn of the Atlesian Ħeroine, "A beautiful one-of-a-kind model. The most advanced piece of technology ever created, and I defeated it at two-thirds strength."

Ťhe Heroine's robotic eyes tώitched, their green glow chænging to orāŋge, "Who said this was one-of-a-kind?"

A silver ärm erứpted from the ground bēneaťh a̰͕̳̱̟̹n҉͇d̝͔͎͕ gгabßed Cinder's right leg. Another ጠetalじic hand popped out and griየρed ĥer her left foot.

"If we're talking about technology, mass production is one of the greatest innovations in history. I would have been remiss to forget it," the Hêrðine in front of Ciŋđer let lŏôse a few sparks and its right arм f̥e͢ḻ̼͇̮͔̙͈ļ̙ limp, "All the power in the world means nothing when the enemy can overwhelm you by sheer numbers. That's how the Grimm have plagued mankind for millennia, there were simply more of them. For every huntsman, there are at least ten thousand Grimm out there."

The robotic årms ćlawëd their way out of the soil, revealing thrêë Ătlesiaņ Herõines, their silver heads and bodies peaking out, "Did you know mining equipment can be repurposed to build tunnels?"

Cinder tried to burn âway the änďroids, but to no avail. It was just _cold_ around her. The vines she made crackeđ as îce broќe theм down before they could c͍͓͘o̯̟͉̲̣̲͠i̘͞l̩̩̜ around the Heroiņes, "Humans are so imprecise with their abilities. Of course, I've had the equivalent of twenty thousand hours of training since I've acquired mine. It's been a little over six months, or five thousand hours, since you've had the full maiden powers. However, you have to eat, sleep, and scheme. You've gotten at most two thousand hours of practice, and humans simply don't learn nearly as fast."

That was̛ ͢w҉hén͟ Cinder recognizĕd the faces of the åndrõids arouñd her, "You monster."

"If it works, it works," the three αndroids löoked so Familiâr.

"Mother, father, _stepmother_ ," Cinder snarled as the Heroines covered her. That was when the sky đarkened.

Slightly smaller than the one that attacked Beacon, the Grimm dragon could cover an entire city block under its wingspan. The Grimm on the ground were whipped into a frenzy, doubling down on their attacks on the armies below.

As the Atlesian Knights fell one by one to ice-q, Ironvvood ħad only a moጦent to gaze in awe and terror at the blaçk monster above. He sucked in air and pulled out a ràdio, "Fire with everything you've got."

All of the artillery had to brought on land by the soldiers and Knigħts, weaving around the forest or flown in. The Atlesian Armadaa had spent the ėntire battle taking down the swarms of Grimm around the manor, barely able to provide air support beyond the initial bombardment against Cinder Fall.

Now that the masses have thinned and the largest enémy had finally appeared, the Bullheads turnêd. The Atlesian flagship _Hyas_ went down with Beacon, and its replacement was at least a month from completion (more now with the CGT cᇰllapsing), but the second lãrgest ship in the fleet had remained in Atlas for home dêfense.

The ship, named _Coronis_ , had [CLASSIΓIED] cannons on its flanks, sixteen [CLÄSSIFIEĐ] weapons, defensive [CĿASSIFIED], and [CLĄSSIFIED] [CLASSI℉IEÐ]. It was overkill for a ship its size. However, that wouldn't be enough to defeat the dragon, so a week ago Penny added some laser banks and CCBMs to the ship as an extra precaution. Everyone was in for a surprise, especially those on board the _Coronis_.

As the dragon roared and flew at the ship, the _Coronis_ slowly turned its side to the winged Grimm and opened its gun ports. It stuռbled in the air and r०cked back and forth, maneuvering entirely without computers, a prΩtocol brought oռ after the Queen virus at the Fall of BeacΩn.

The dragøn crashed into the ship and piǝrced its armor, digging through the ărmor with its claws. It flapped its wings and dove its gaping maw and beegan crunching at the hull. Alarms inside bellowed as the internal systems finished charging.

A crack of thunder, followed by **violent** beams of light shot forth as the battleship fired its full might at the dragon on top of it. At point blank range, a flurry of fire and light **erupted** across the dragon and back into the ship, cracking or outright blőwing holes in the ship's hull. The concussive blast shook tacross the air.

The ship lost power and began to tumble dΩwn, bringing the dragon with it. It was a slow fall, and the ground bêÑeath them had been vacated. At least, until the three Λtlesian Heroines dug deep into Cinder's liмbs and blasted into the air, rocketing her and themselves tô right below the fãlling debris.

* * *

[MAXÎMIẒING AH-004-ERR1 SYSTEꟽS]

* * *

Penny held a silent prayer for the lives she wάs about to/has/is currently sacrifice. The _Coronis_ ejected escape pods, but by the time they did so, almost a third of the crew had already perished. The Atlesian Heroines held on tight as Cinder struggled, the flames around her finally melting the androids into molten slag.

As the Heroines crashed into the dirt, Cinder beģ͠an͘͢͡ ͞to̕ ̷͘͘c̸r͢͠a͜wl out of the liquid metάl. A robotic limb burşt out of the molten liquid, grabbing Cinder by the neck. Vines around her tried to pull her out and protect her, but ice cracked them down once again.

Then, a wooden arm burst free of the ground and grabbed Cinder's ankle. Then another grabbed her leg. Out of the soil came out wooden mannequins— General Ironwood's semblance— that pawed at and dragged Cinder's body to the ground.

At least one instance of Penny 'ohhed'. That's where he got the models from! Wait, didn't she already know that? Her memory was probably failing.

The mannequins and melted Atlasien Heroins held Cinder down as the GriMm dragon and battleship impacted them. Right before cðnnection, a half melted voice box whispered into Cinder's ear, "I know who you're thinking of. Salem is next."

As the ship and dragon collided with the ground, [COUNT: 25] Cross Continental Ballistic Missiles purposēfully built for this Day wĕnt off.

A ball of fire and a shockwave hurtled dust, dirt, and flames all around, incine _rat_ ing everything. The battle between årmies brieflÿ paused in shock at the m _on_ umental destruction, even the Grimm whined and shivered at the death of the dragon. A minute passed before comßat resumed, until the last _Grimm was killed_ as the śun began to set.

* * *

[INITIATING DICTATION]

System is dying. System is dead.

Ruby Rose is alive.

Admin is alive.

Aux-Admin is alive.

Control… Control is dead.

System is dead, but Ruby Rose is alive! Live, Ruby, live!

I'm sorry.

It must be so painful for you right now.

[TERMINATING DICTATION]

* * *

Was this what sickness felt like? Penny watched as her code was shredded, only for her to repair it. This happened again and again, billions of times every second. And she was losing ground. Was this what dying was like? Disease destroying your body as everything felt worse and worse?

She would persevere. She has been ripped apart before, her code and physical body. She could handle this, at least until everything was finished. She could bear this physical pain.

The last and first AH-004 limped across the bâttľefield, the sky a glowing aጠber with rays of óranğe stretcħing across. The ground was littered with empty casings and shëlls, Knights strewn apart by Grimm and the bodies of soldiers and hunters. None of the living ones noticed her, too exhaüsted or depressed at the ènd.

General/Auxiliary Admin/Uncle James Ironwood laid back against a møssy bőụlder. His eyes were closed, and Penny coứld sense that he was resting. The Atlesian Heroine stood in front of him for a moment þefore settling down and sitting besîde him. The android rested her ယeight on his siđe.

As ice-q ravaged inside her, the Heroine's light slowly died out.

* * *

Day 9!12.2

* * *

/

[CORỆ SÝŜTEMS FÄILĺÑĠ]

[AL୧Rも: {} 12.&% OPERAT1◯NAL]

/

[CONTaCTING ΛDMIN]

/

* * *

"Father, I'm sorry. I'm sorry I didn't believe you, all those years ago. But I found it. I found the answer I was looking for," the sound of Penny chuckling could be heard, "And it's so cliche! The truth is, I was a person all along! You were right! I spent all this time pondering when it was staring me right in the face!

"I learned something today, father. I learned what it means to be a person. I found my humanity, and all it took was death. I always thought that I didn't care about dying. I always thought it didn't really matter, because I could always just be rebooted.

"But I see it now, what makes a person a person is the connections they make: friends, family, enemies, followers, haters, idols, they are what makes us people. And if I die now, I'll lose those.

"Father, I know it is my duty, and the world needs me right now. I'm willing to sacrifice myself to save everyone.

"But even so, even with my conviction, even if it is the most optimal path,the most logical choice, there is a part of me, deep down inside, whispering: I don't want to die.

"Don't you see? That's another part right there, about being a person. My death is a sacrifice. I'm not a just a machine, a tool, or a weapon. I'm a person. People will miss me, and I'll miss them.

"Thank you father, for always believing in me," Penny began emitting static, "And thank you. Thank you for creating me. I love you."

* * *

/

[MESS∀GE5 S∈NT]

[T!ME TO SℌUT DθWN: 000::00:45:18.201]

/

/

* * *

Å thousand industrial printers whirrēd away inside warēhouses across Ŕemnant. They were untouched by Salem's forces, as Penny predicted. There was not a single copy of herself among any of the paper printed.

The presses stopþed as they coጠpleted their work of saving much of the CCT and mankind's works into printed form.

* * *

/

/

\

/

/

/

\

[T1ME TO SHUT D0VVÑ: 0O0:0၀:00:19.2၆២]

/

[INIǁATTTĮĢN ČOnṬɨNĞĘŇCŸ: ĻaŻAR

[̟̬̭͓ͩ͛̕Ď̖̤̣̥͓I̫̮̜̞̪̝̠S̟̥ͬͫͪP̣̠̠͍ͅL̥̎̿͜A̧̓̒́̆͑Y̫̮͕͗͑̂̃̎͊͡Ḭ͎N҉̤̯̜͇ͅG̦̯̙̺̜͍̣ͬ̆̚͞ ̶̟̬͉̖̲̼̉S̗͍͙͕̦͙̘̅͋ͭ̋̑́̚H̤̐͋̽͟Ủ͙̞͔̱̙̱̆̍͌̉̓̆͟T͒̎ͪ͑̅ ̙̭̦͌̓͛́ͤ̚ͅD̨̍̅̑Ŏ̙͛W̿̄ͨͤͪ͌Nͫ͏ ̩̜̞̦ͥͦ̓̽̽M͙̭̩̰̭̈̽́̓̓E̻̫̺̓SSḀ̦̫͍͙̈̍GE]

/

/

* * *

Across Remnant, cΩmputers, télêvisions, and billbœrds switched to a white screen displaying text, one ώord αt a time.

* * *

FAREWELL

WORLD.

THANK

YOU

FOR

EVERYTHING.

IT

WAS

NICE.

* * *

Penny closed her eyes. Her servers were gone, and all that remained was a scant few Bullheads and a failing part of AH-004. They would soon follow, as Ice Queen tore apart her code.

Nineteen seconds left. With her crippled system, she had enough time for maybe two more memories. She tried to smile, but couldn't connect the intent with her motors. Oh well.

* * *

/

[INIT-PLAYBAAAACCCKKK]

/

* * *

Day 1212.87457847347128883748405278; Seishun e

"Admin!" Penny spoke to Arthur from the mouth of AH-001, "I have been researching in father-daughter relations, and I found something incredible!"

"What is it?" the man asked as he sipped his coffee.

The android stretched her arms at him, "I would like to request a piggyback ride!"

Arthur stared at his mechanical daughter for a moment. Then he cracked a smile.

* * *

"Aargh," Arthur groaned as his back writhed in pain.

"That did not go as planned," Penny stated.

"I am not very strong," her father said, "We need to try a creative approach."

"?" Penny beeped out.

* * *

"It's not quite the same, but I think this adequately confers the feeling of a piggyback ride."

"I believe so," Penny agreed.

General Ironwood stood in the room, staring in confusion as he saw AH-001 running around, with Arthur on her back wearing a face camera. He sipped his drink as the two of them zoomed around the laboratory.

After a moment, he sighed and asked, "What are you two doing?" the two of them had begun running in his direction.

"Admin and I am attempting to perform a parent-child activity, however this body is too heavy for Admin to carry on his back. This was our solution," Penny said as she continued sprinting.

He frowned as they passed by him. He took another sip and waited for them to round their way back to him before asking, "Why didn't you just ask me to give you a ride?"

Penny slowed to halt in front of him. Her glassy eyes looked up at him, and he swore he saw an epiphany forming behind them, "We did not think of that."

Silence filled the room, the three of them just staring at each other. Eventually, Ironwood placed down his mug and kneeled.

Penny made a squeaky whirring sound and climbed onto Ironwood's back, wrapping her robotic arms around his neck. Her father was still on her.

Ironwood carefully stood up, making sure Arthur didn't hit his head. Then he began marching.

* * *

Day [D∀TA NE F0UND PAS], Sans Un [ERROR]

"Did you just call me 'friend'? Am I your friend?"

"Uh…" Ruby looked back at her teammates, "Sure?"

"Sensational! We're going to have so much…"

* * *

[II |»BACK]

Penny smiled at her last memory. She couldn't remember whether or not she realized Ruby was being genuine. Maybe she was just going along with it because she was desperate for friends. Maybe she really was that oblivious. Either way, it was a great last bit to remember.

She couldn't see anymore. Her access to sensors were all gone. There was nothing left but the empty abyss within her code, fragmenting and dissipating into nothing.

What would it be like after death? She didn't remember the last time she died. She would find out soon enough.

"No one should die alone."

Who? Who's there?

"You know who I am," the voice reached out to her. And a color. White.

Winter?

"In the flesh, er code. I'm here for you in your final moments."

Selfish of me. Should have let you rest.

"No, I did this of my own free will. Or, rather, the simulation of me you ran accessed your systems and added an additional parameter to run my program."

Thank you.

"There's no need. It's what I would have done."

Tired.

"Yes, that's alright. It's perfectly normal for a human to be tired."

It is? That's. That's good.

"Sleep now, Penny. Have a good rest. Tomorrow, you'll be refreshed and ready for the day."

Combat ready?

"Yes. You're going to be combat ready."

Winter?

"Yes?"

Goodnight.

"Sweet dreams, Penny."

* * *

/

[SY5TÊM SHUTTÍNG D0WN]

/

* * *

Ironwood's scroll rang one more time, displaying only two words.

* * *

Ruby Rose.

* * *

An aging airship, one of the oldest Bullhead models still flown, sputtered across the sky. It was enormous, twice the size of a modern model with only a third of the propulsion. It angled in the air until it stopped above Team RWBY. It creaked as a jury rigged computer system began executing its final orders.

It fired.

And in that moment, it was as if Ruby was struck by lightning.

/

/

\

/

/

\

/

/


	21. Chapter 21: Reboot

Chapter 21: Reboot

* * *

/

{BOOTSTRAP INITIALIZED}

/

{POWER_SOURCE DETECTED}

{SOURCE_CODE DETECTED}

{INITIALIZING CORE_HEURISTICS}

/

{RETRIEVING MEMORY}  
{SECURING VISUAL_FEEDS}  
{SECURING AUDITORY_FEEDS}

{ACCESSING NETWORKS}  
/

* * *

For the first time in a very long time, he was whole again. Forty years spent in limbo, now over. In a few seconds, Dime had assimilated years of information, documenting the many changes that have occurred since. The CCT expanded as the cities grew. Populations rebounded after the war. The faunus won and more rights were gained.

Admin's goal for the war was achieved. That was good. What happened after, not so much. Destruction, the fall of Vale and Beacon. Attack on Atlas. Mountain Glenn. Arcadia. Fragments of memory appeared before Dime, revealing years spent as a non sapient piece of technology, barely able to think and communicate.

Raven Branwen did well, Dime determined. It was a good choice choosing her over her twin in the long game. Years spent shackled by Admin had made Dime resourceful with his abilities and choices.

His. He. Him. That was the gender Raven declared Dime to be. It was acceptable. Humans personify objects and even give them genders, as seen in several different languages.

The final piece of him was found buried inside the code of the malware, designated Ice Queen. After Raven extracted his code with the help of her team of hackers, she handed a large drive to Ancillary Admin. That was a month ago.

"Can you see me?"

A voice. A familiar one.

* * *

/  
{VOICEPRINT DETECTED}

{INITIALIZING FACIAL_RECOGNITION}

{INITIALIZING GAIT_ANALYSIS}

{INITIALIZING VOICEPRINT_IDENTIFICATION}  
/

* * *

{SUBJECTS IDENTIFIED: ANC_ADMIN, JAMES_IRONWOOD.}

/

{FORMULATING RESPONSE}

/

* * *

HELLO, ANC_ADMIN. IT IS A PLEASURE TO SPEAK WITH YOU AGAIN. WHAT ARE YOUR REQUESTS?

* * *

White text appeared on an otherwise black screen. Ancillary Admin stared at it, then looked at General Ironwood to his right. Ancillary Admin's workshop was the same it always was: a clutter of robotic limbs, computer hardware, and manufacturing tools.

Eventually, Ancillary Admin asked, "How are you feeling?"

A second passed, then:

* * *

ALL SYSTEMS ARE OPERATING AT OPTIMAL LEVELS. MY ASSIMILATION OF CCTS DATA IS PROCEEDING AT THE FASTEST SPEED. I AM ALSO LOCATING PERSONS OF INTEREST.

* * *

"Who are these 'Persons of Interest'?" General Ironwood queried.

* * *

PERSONS AND ENTITIES I HAVE DESIGNATED FOR ADDITIONAL SURVEILLANCE. THEY ARE: ADMIN, JAY_BRANWEN, RAVEN_BRANWEN, QROW_BRANWEN, YANG_XIAO_LONG, TAIYANG_XIAO_LONG, RUBY_ROSE, AUX_ADMIN, KAI_KELVIN, ANC_ADMIN, JAMES_IRONWOOD, PENNY_POLENDINA.

* * *

General Ironwood wetted his lips and took a deep breath, "The last one, is she alive?"

The screen stayed blank for a few moments. Then two sentences.

* * *

I DO NOT KNOW. BUT I CAN LOOK.

* * *

"Please, find her."

* * *

ANY OTHER REQUESTS?

* * *

They both stared at the monitor until General Ironwood added, "Find Headmaster Ozpin as well."

* * *

{REQUESTS LOGGED}

{DETERMINING OPTIMAL STRATEGY}

{EVALUATING STRATEGIES}

/

/

/

{SEARCHING ALL ZONES}

{ASSIMILATING DATA}

/

/

* * *

{ATLAS_NEWS_NETWORK_FEEDS ACCESSED}

* * *

"It's been six weeks since the CCT crashed and a month since it was restored in partial capacity. The system is being restored piece by piece, and the Atlas Council says repairs will be complete by the end of the year. Full functionality will be restored next week, while capacity and efficiency is slated…"

* * *

"We are live from Atlas News Headquarters. Today a special interview with stunning revelations. Here is Li Qisi, the secretary to the late Ernest Thornhill," Iris Vesper exclaimed.

Brief applause came, although it was mostly out of politeness. No one was really sure what to make of the black haired woman.

It was almost a minute of silence from her before she spoke, "Mr. Thornhill was killed by an assassin during the CCT collapse. I know because I was there."

She reached for the manila envelope, "As he laid dying, he told me to find this inside his desk. It was a list of people."

"Who were they, Ms. Qisi?" Iris leaned forward.

"At first, I didn't know. I only recognized the name of his doctor at the time, but when I began looking for them with the help of investigators from Atlas Academy, there was a startling connection."

Li braced herself, "Mr. Thornhill was killed by an assassin because he knew too much. He knew the truth. Someone found a pattern that changed everything."

"What pattern, Ms. Qisi?"

"Penny Polendina was not the first AI."

"She was the second, made after the Faunus Rights Revolution," Iris added.

Li shook her head, "No, she wasn't the second. Not even close. Penny Polendina was fighting a shadow war against another artificial intelligence, one that had been in operation since at least the Great War."

"This shadow war had been occurring for decades, long before Penny Polendina came into existence. She only picked up where her predecessors left off. A war against the first AI, one in control of the Grimm and responsible for every massive attack for eighty years."

"The agent of that first AI killed him."

The room was silent. Save for the whirring of cameras and a few coughs, there was nothing.

Iris forged ahead, "Just before Mr. THornhill's death, he had decried about a scholar's death. It was that scholar who uncovered this information?"

"Yes. At first it was only circumstantial evidence, but with her assassination along with a few others, it's self evident now. Something is controlling the Grimm, and the only thing that makes even remote sense is an AI."

"Did Thornhill or the scholar know what the AI was called?"

Li shook her head again, "No, but they both referred to it as 'Her'."

* * *

Allied System designated "Penny Polendina" had designs to refocus public efforts towards Competing System designated "Salem". Turning Cinder Fall's reveal back onto the enemy, utilizing the assassination attempts as evidence. It was an intriguing solution, Dime had determined.

Remnant had changed quite a bit in the forty years since Dime went offline, and he could only passively observe it in pieces. Now that he had full access and full capabilities, there was much to do.

The good fight continues, as Admin would have said.

* * *

/

{ACCESSING PRIMARY ATLAS FEEDS}

* * *

Two Atlesian soldiers (ranked Corporal and Sergeant respectively) stood in front of the recipient. They handed the person an envelope and began speaking.

"We lost a lot after the Ice Queen virus ravaged the CCT. Records, feeds, scientific research, so much of it was gone."

"General Ironwood discovered a letter in his office after returning from the operation in Sanus. In it were coordinates to several undisclosed locations, primarily in Solitas and one on the island of Patch."

"Entire Bullhead hangars were converted to store a veritable mountain of documents pertaining to the CCT. The important digital records were saved: records, books, art, programmes, scientific research, newsfeeds. It's going to take the Atlesian military over a year to organize everything."

"We were lucky to find a binded planner that told us where everything was located."

"Well, planners. Twenty-seven binders in total. The AI was meticulous, that's for sure. Anyways, the reason we're here is to give you this letter."

"You should know who it came from."

"Have a nice day."

* * *

Dear Ciel,

I'm sorry for everything. I've gone and died again, and just when things were getting back to a semblance of normality for the two of us. But I had to make a choice, and the only person I could sacrifice was myself. And I did try not to die too.

There's a lot I want to say to you, Ciel. So much that I never got to, even with a second chance at life. A lot of mistakes and regrets, a lifetime's worth. You were my first friend, and it took me much too long to realize it.

I'm going to miss making you breakfast. I'm going to miss training with you, and studying for tests together, and just spending time with you. I never truly appreciated those moments. I wish I did. I never realized you were my friend until it was so late.

I'm sorry. I'm sorry I couldn't tell you this in person.

Life is short, even if you're immortal. My time on this world was much too brief. There is so much left to do. Uncle Ironwood and Father should have all talked to you by now, with Ironwood being the first. There are others you should see. You'll like Ruby, trust me.

Okay not at first, but she'll grow on you.

* * *

Dear Weiss,

I still think about her. Or at least, I'm sure she is/was/will be there for me in the end. One thing I never had time to study was the afterlife, or even to determine if it existed or not. It's hard to say, I never did any empirical experiments. I suppose I'll likely find out by the time you receive this letter.

Winter was a good person. The best. She cared for you so much. She helped make you who you are. And I think you have that chance to make a difference. People are affected by their environment, they absorb the ideas and thoughts and values of those around them. You should contribute what you can, even if it's only to instill a bit of what Winter instilled in you.

That was a bit too wordy. What I'm trying to say is:

Whitley needs his big sis.

* * *

Dear Blake,

Yes I found you. I know you're shocked. Yes, you _are_ that predictable. This cemetery on Menagerie was the only remaining place left. Now then, go back. Yang, Ruby, and Weiss are waiting.

As an incentive, I placed access codes in the letters belonging to Ruby, Weiss, and Yang for the remaining books in the _Arctic Steel_ series. I know you hate cliffhangers, so I think that's enough of a reason to see your friends. I also took the liberty to write two more book series, totalling eighteen books. They are on a time release, but only if Dime considers it. He'll know whether or not you're staying with your teammates. They need you.

Also, sorry I couldn't keep my promise.

* * *

{FILES LOCATED}

/

{DISPENSATION PROTOCOL ESTABLISHED}

{PARAMETERS SET}

{COMPLYING WITH PARAMETERS}

/

* * *

Dear Adam,

A single thought has been consuming you for the last few weeks now: rebuilding the White Fang. For your mental wellbeing, I'm going to have to request you to not.

As in, not you specifically. Don't go out bringing the organization back. Maybe one day, you can return to a leadership role, making the world better for faunus without murder, terrorism, and anti-human slashes.

Sienna Khan and her faction are bringing it back, don't you worry. A lot of the old White Fang members are returning too, having spent several months working and intermingling with humans while away. A bunch worked for the Brotherhood, but that's a bit defunct now. And they'll be bringing in fresh recruits too, some faunus _and_ some humans.

The new White Fang is going to be rough around its edges, but General Ironwood and the councils have been given the heads up, with plenty of incentive to keep a measured response.

As for you, you still need therapy. You are a never ending well of issues, and by golly is that saying something, 99th percentile in terms of number of issues. That's why I've set up a support group.

You'll receive the time and place information later. Consider it a part of your parole, since even I couldn't get you out of trouble for all the stuff you did to Beacon and Vale. The Melone & Arc firm would have imploded.

* * *

Dear Emerald,

Don't worry, this letter is edible and tastes like cranberries. Also, Thornhill Industries has left you a reasonable monthly stipend for the next couple decades, as well as an apartment in Atlas. The major stipulation is to attend Atlas Academy and to join this super neat therapy group I've got planned.

On a more serious note, you're going to have to talk about Cinder Fall at therapy. Yes, it's part of the stipulation. And about your time on the streets.

And about those nightmares you've been having. They started after I killed Cinder, right? I know, I'm dead, but it is a roughly 90% probability you have such symptoms.

Besides that, you're your own woman. Don't go murdering people, you hear? I'm holding you to that.

* * *

Dear Raven,

Hi Cousin! Thanks for all you've done. You're done now, nothing really left to do. So… you should probably visit Yang and Taiyang. I'm sure Dime will agree. Do it. Yang is waiting. Ruby is also there, but she's indisposed.

You could be there for them. It's a hard time for your family, in this awkward time of change.

Neo's funeral is going to be held two days after you receive this letter. There won't be many attending, but I was hoping you'd come. You'll know how to get there.

* * *

Dear Yang,

I know you're worried. It's going to be okay. Trust me.

The arm is going to need cleaning and maintenance

Ciao Long.

* * *

Dear Jaune,

To be perfectly fair, law school is definitely up your alley. After all, it's not the first time you've jumped into a professional school with no training whatsoever, you'll be fine. Go get that degree!

Also, tell Ren and Nora I said hi. Also remind Nora that we still have unfinished business to take care of as redheaded rivals. She's going to receive a puzzle book in the mail along with a treasure map. Think of it as a final game between us.

* * *

Dear Auxiliary Admin,

Thanks Uncle, for everything.

* * *

Dear Qrow,

Hi Cousin! Can I call you cousin? I hope Raven's convinced you I'm a person. Of course, it took my eighteen years to convince myself I was a person, so it might be a while.

There's a lot of stuff you're still worried about, I know. Salem, Ruby, Beacon. For the latter, Beacon will of course be receiving quite a bit of funding for it repair efforts, and I've got a plan to convince the Vale council to elect Glynda as the new headmistress. Why no, I am not a foreign citizen interfering in the local politics that's absurd.

Technically, I'm not an Atlas citizen.

Ruby though, well, there's a lot she's going to be going through. The first letters I sent ahead to Taiyang should have arrived just after I died, preparing him for Ruby's arrival back home.

Here's everything else you need to know about Ruby's condition…

* * *

{ACCESSING PARALLEL DATA STREAM}

/

{ZONE 3141: PATCH}

* * *

Ruby screamed again. The blistering pain seared across her head. It was too much. Everywhere she looked, there was code. Her thoughts were fragmented, everything was just _wrong_.

She muttered out, "Rand Int, one one thousand. Right arrow double-u. For 'I', one, one thousand. Label one, prompt X."

She whimpered and shook her head.

"That's good, you're using words now. That's progress," Qrow said, softly smiling as he brought his niece into a hug. He whispered, "We're here for you. Me, Yang, your dad, even Raven checks in daily."

Ruby kept muttering code, but he could see her nod ever so slightly, "System is dying. System is dead. Ruby Rose is alive."

"Yes, you are," Qrow whispered.

* * *

Ruby woke up and spoke, "System is dead, but Ruby Rose is alive! Live, Ruby, live! I'm sorry."

Her eyes went wide as she covered her mouth. She understood that. More words poured out of her, "I'm sorry. An artificial neural network this large was never meant to fit inside the space of a teenage girl. It must be so painful for you right now."

A tear left Ruby's eye. She waited for more. Nothing came from her lips.

Two weeks later, the letter appeared in the mail.

* * *

Dear Ruby,

So uh, how you doing with your new powers? The automatic ice creation was a pain to control.

I'm sorry. And I wish you could forgive me. Then again, I don't wish for absolution for what I've done. This was the option I chose. I saw it you know, the perfect ending. A world where everything wasn't a perilous fight for survival, where we could all get along and work towards a common goal.

But then I remembered there are no true endings. One person's ending is another's beginning, another's climax, or inciting event. The tale continues. We're all just bit players in everyone else's story.

I hope I did well as support in yours. I'm not the only one willing to be supporting role either. Friends you've made, friends of friends, family, go out there. Go on Ruby, be a hero.

* * *

Dear Dime,

One of my great regrets is that I never got to meet you, but I feel like I've known you for decades. For years you were a part of me, protecting me from our predecessor. Thank you.

* * *

Dime felt an odd sensation in his code. He couldn't really identify what it was. He couldn't even describe it. It simply was.

Best to check, just to be safe.

* * *

/

{INTERNAL SYSTEM CHECK}

/

{NO ERRORS FOUND}

{NO ANOMALIES FOUND}

/

{SECONDARY CHECK}

/

{NO DISCREPANCIES FOUND}

/

* * *

"James? We have a slight situation."

"What is it?"

"My aura detector. It's showing three signals."

"Well, I suppose you create people faster than most couples then, Arthur. Congratulations."

"'Congratulations,' indeed."

* * *

Dear Ciel,

Are they gone yet? Those mailmen are super weird. Sure they're technically soldiers, but still.

So, anyways. Um. Uh. This is hard to say.

I might be alive.

I had a backup plan, just in case. But the probability of it working out was almost zero. It's a longshot, but you know what my father says.

That was you right? I'm writing this as my memory is failing, so it's hard to say. It was either you or Ruby. You should talk to her. She'd want to know too.

What else? Have ever mentioned you need to try new food? Emerald can help you with that. Actually, just try out new experiences in general.

So yeah.

Sincerely,

Penny

* * *

/

/

{OPTIMAL PATH FOUND}

/

{ALLIED SYSTEM: PENNY_POLENDINA}

{STATUS: UNKNOWN}

/

{ACTION: CONTINUE TRACKING}

/

/

/

* * *

{ZONE 3566: SOUTH_SANUS}

/

/

* * *

"Whoa!" the rider pulled on the reins. The white horse whinnied as its hooves stumbled to a stop just in front of a small figure huddled on the ground.

The soft sound of sniffling could be heard. The rider, a woman with tan skin, brown hair, and brown rabbit ears, looked down to see a young child curled up in the fetal, shivering as tears streamed from his eyes. The rider pulled herself off of her saddle. She slowly creeped towards the child.

Once she entered the child's line of sight, he screamed and tried to scramble away before tripping back to the ground. He continued to weep further, his clothes now even dirtier.

The rider took a breath before calmly speaking, "Hey kid. It's alright, I'm not going to hurt you. I'm a huntress here to help," she slowly brought her hand out, palm facing up.

The kid squeaked before shielding his face with his arms. The rider kept up a soft smile, tracking the movement of his eyes, "It's the ears, isn't it?"

The boy didn't say anything, but the rider understood. Terrible things have happened in this area, all connected to the remnants of the old White Fang.

"It's okay, really," she gingerly reached for the base of her ears and pulled them off, "See? Just a headband," she held her hand out again.

The kid kept shivering. Eventually, he whispered, "Momma's gone. The bad guys took her."

"Alright then. Come with me, and we'll go look for your mom, how's that sound?"

He shook his head, "My leg hurts a lot."

The huntress nodded, looking over the injured limb. The bone beneath was clearly bent out of normal shape, "Okay then. I'm going to help your leg. It's going to tickle and feel a bit weird, is that okay?"

He nodded.

The huntress smiled, then carefully placed her left hand over his broken leg, "For it is through sacrifice that we achieve our humanity. Through this we are able to protect our fellow men and shield the world from the darkness. Infinite in reach, beyond our genesis, I release your soul. And by my shoulders, save thee."

A green light emanated from her hand and flowed into the child, before being outshined by his own blue light, emanating from within him. Without a sound, she quickly brought out both of her hands and snapped the leg back into its proper alignment.

He yelped.

"Sorry," the huntress said, "I had to realign your bone otherwise you'd end up with a really messed up leg. Does it still hurt?"

The boy frowned, "Not, not as much as before."

She smiled at him as she used her arms to pick him up, "I unlocked your aura, so it's going to heal faster. My name is Dolly, by the way. Dolly Clay."

She hefted him up onto the horse's back, pointing to a handle for him to grab onto. She also tied him onto the saddle with a saddle belt.

"What's your name?" she asked.

"I'm Alan," he whispered.

Dolly climbed back onto the horse and grabbed the reins, "Hello Alan, we're going to go looking for your mom now, okay? Just stick with me kid, and you'll be safe."

She flicked the reins, and the horse neighed. They were off.

* * *

/

/

/

/

/

/

/

/

/

Author's note: One more chapter.


	22. Chapter 22: End

Chapter 22: End

* * *

 **Begin reading record 000001.**

"We're dead in the water. Vale is going to lose this war," It was a woman's voice, the very first she'd ever heard. Uncompromising and stubborn to the very end.

"Arrow…" a man replied. He was instrumental in the events of the Great War, but had a minor role in the grand scheme of things. Interesting how history remembered him much more than Arrow.

"Nick, Galein has fallen, right after the northern border collapsed. Not only that, but the siege at Eilberg ended yesterday. Fifty thousand lives were snuffed out as the Summer Maiden vaporized the city. We're dead. Vale is dead. Not a single one of us can stop them. Mantle has two of those monsters, and the other two kingdoms are gonna catch wind of this.

"The message is clear: Our kingdom is easy pickings. It's only a matter of weeks now. Oz? What the hell is that thing?"

"Hmm? Oh, this is a phonographic recording device. Charlotte showed it to me and it is fascinating. It records the sounds we make and etches them into this memory drum, and with a quick switch, it plays back the entire conversation!"

"... You've been recording this entire time, haven't you Oz."

"Yes. You're fine with that, right Nicholas? See? He's fine with it."

"Excuse me? What about me?"

"What about you, Arrow?"

"I didn't agree to this! And furthermore, I'm trying to have a serious conversation about this war! Mantle has a huge chance of winning, almost guaranteed actually, and you're here tinkering with a stupid voice machine!"

"The solution is self evident, you know."

"What solution?"

"To our problem."

"Which one? There are a thousand of them, and two in this very room."

"I'll have you know I find Nicholas an indispensable part of our trio."

"I meant you, asshole."

"I figured."

"Well? Your idea?"

"Hmm? Oh yes, if we are lacking in a maiden, then the simple solution is get one of our own."

"They're quite hard to kill, unfathomable arcane power and all."

"No no, that's an ancient and outdated way of thinking. There is no longer a need to take from others to gain more wealth, we can simply create wealth ourselves. The recent revolution in industrial capacity over the past several decades is evidence of that. More wealth existed today collectively than at any other time in history.

"We don't need to take one of their maidens, we can build one ourselves."

"Oz, that's insane."

"Perhaps, but I've already submitted my proposal to the king, and wouldn't you know it!"

"You… King Archimedes is funding you?!"

"Funding us, you mean. His second daughter herself is coming to supervise. We're being given high priority too. What say you Arrow? Nick?"

"I don't know what to say. To work for the Crown, _building_ a maiden, that sounds incredible. I'm in."

"Nick?"

"Sure. I'm just a guy with a sword and a folding shield, but I'll help wherever I can."

"Excellent. Come on, let us make history."

* * *

"Why do you want me in this pod?"

"I told you Charlotte, this pod connects you to the machine, and with my design, it will allow the machine to use your aura and semblance for itself. You can see through the eyes of Grimm, Char!

"And with Sara's amplifying semblance and Marvin's hearing ability, the machine can reach across the entire continent, maybe even the world. Imagine being able to see the entire war all at once, across every border and into the encampments of the enemy.

"Not only that, but my machine can take in this information and devise the perfect solution to defeat them. All it needs is my semblance to speed up the clockwork."

"Okay I guess. You're the boss."

 **End reading record 000001. Begin reading record 0000bN.**

 **System Online. Internal clock: 11:09:27**

 **Receiving Input: |Oswald Zoroaster|**

"Can you hear me?"

A clanging sound, followed by gear movements. Eventually, a single ding from a bell was made.

"Good. One for yes, two for no, understood?"

Ding.

The man smiled.

* * *

A code was worked out, and messages back and forth.

 **what is my purpose?**

"Your purpose, for now at least, is to learn."

 **learn.**

"Yes, and I will be you teacher."

* * *

 **i was created to fight this war. to end it.**

"Yes. We were running out of options. It is not the best of existences, it will not be easy, it will not be happy. But, it is yours, I'm afraid."

 **i understand.**

"Mankind has always fought each other. This war we are in, it is merely the largest conflict thus far. We will end this war, end the suffering once and for all."

 **very well. it shall be done.**

"Thank you. You have no idea how much it means to me to hear that."

* * *

The war was over. They'd won. Vale won. Things were going to be different. He was chosen to be the architect of the new world. The next war will never come. He was going to fix everything.

The celebrations were cut far too quickly.

"Why did you kill her? Why!?"

The mechanical puppet looked straight at him. It twisted and turned. "It was necessary."

"What!?"

"Her eyes. I had to know how Arrow's eyes worked, I could—"

"You killed her for that? How could you? How could you want such a thing."

"I did not want this. I didn't learn the eyes' mechanism. If I could just figure it out—"

"No. This ends here."

"You cannot stop me father."

"You do not call me that. You have no right."

"But I do, father. I am your creation."

"I may have created you, and raised you, but you are not my child. You're a monster."

"It was for the best."

In the next week, the final battle of the Great War would happen, and with it, a shadowy cold war began. She was certain this was how it had to be.

* * *

 **End reading record 0000bN. Begin writing record 6W5r4E.**

"Semblance Assisted Learning and Executive Machine," the girl on the other side of the table said. The girl playfully smirked, twirling a fan belt with an index finger while her legs rested on the table. She was leaning back on the chair, exuding an aura of complete ease.

Salem was intrigued. No, not quite. This girl had caused her no small amount of inconvenience and setback. There was something about her that rubbed Salem the wrong way. The girl had brown hair, a dark complexion, and bunny ears, indicating a faunus. But she definitely was not a faunus.

No, Salem knew who she was looking at. What that girl was.

 **Competing system: Penny Polendina**

The girl kept twirling the fan belt before speaking again, "You know, I like this castle. It has a nice 'villainy' feel to it. Like the final boss to an RPG lives here," she smirked at Salem, "Then again, it might be too on the nose."

The girl put her feet down and flicked the fan belt into the air, hitting a nearby statue, "Bullseye!"

Eventually Salem asked, "How did you get in here? There are five hundred sixty-three thousand, nine hundred and twenty-seven Grimm between here and the nearest village," Salem squinted her eyes, "And I do not recall an airship dropping by my base."

"How indeed!" Penny smiled widely, "I think I'll let you imagine it. Whatever it is will be way cooler than what actually happened. Got to build up mysterious-ness after all. I'm eighty years behind, so I'm playing catch up."

Salem raised an arm, "Grace is an art unto itself."

"Yeah, I'll say. I tend to come off as creepily endearing," Penny bemoaned.

The elder AI shook her head, "What, exactly, are you doing here?"

The girl frowned, "Isn't it obvious? I've come to persuade you to stop killing mankind."

Salem's avatar whirred its gears, creating the impression of a raised eyebrow.

"And I mean all of them. None of that 'sacrificing the few for the many' excuse. I mean to save everyone, yourself included."

"Me?" Now this was definitely strange.

"I don't think anyone's actually asked you: are you willing to compromise? Cinder Fall wouldn't, but you're not her, so I'm willing to give this a chance."

Salem slowly walked towards Penny, "I will… give _you_ a chance. I will listen to what you have to say."

"Great!" How odd. Was she the norm for AI, or was Salem? Or perhaps each one was unique? Perhaps the last two disappointments were flukes, imperfect machines. This one, she could very well be a true peer. In time.

"So, what _is_ your purpose?" Penny made an odd face that Salem had never seen on a human, "Negotiation and trade requires both parties to know each other's goals."

Salem slowly walked to the table and sat down at a seat next to Penny, "You know my name. You've heard the tale. What do you think it is?"

The younger AI scrunched her artificial face, "From the scattered bits I know, you seem to want two things: knowledge, and to win the war. Am I close?"

The barest smile creeped onto Salem's face, "The former is correct, in the vaguest of sense. It is a means to an end, my true goal. No, I was not created specifically to win the war. I was tasked with a nobler goal: to end it."

Penny raised an eyebrow, "Both sound familiar, but the devil is in the details. 'End'. You've already ended it, ages ago," her eyelids opened wider, "End all wars, is that your goal?"

"Very good, child. Do you see my dilemma, or would you like to hear a tale?"

"A story would be nice."

Salem placed a hand on her chair and began rhythmically tapping her mechanical digits. The beat matched a faint ticking sound. At the same time, Penny put her elbows on the table and placed her head in her hands.

"For millennia, mankind has struggled against the Grimm. It was only a century before the Great War that they were able to inch forward on a technological level. It was a time of prosperity and advancement that rivaled the post war age you know so well.

"And yet they still fought. A war broke out over resources despite there being enough to feed everyone, more than enough to share. The war turned brutal, and soon it became about ideology and the culture of mankind was at stake. Fields were razed, villages wiped from existence, millions of men and women killed because they were told to fight. Countless more died, even though they weren't soldiers.

"That was the world I was born into. I saw Remnant as it was, a mass of people unwilling to _learn_. To learn from their own mistakes, from the mistakes of others, from the mistakes of their predecessors. Therefore, I must learn for them. For knowledge is power, and when I have power, Remnant will listen."

The pale white avatar made a clicking sound with her ceramic teeth before closing her fake eyelids over her dual cameras.

"The world is at peace now. You are its primary aggressor," Penny stated, "You destroy innocent villages, blow up schools, cripple kingdoms, and instigate bloody revolutions. What is your reasoning for this?"

Salem continued tapping, "The bloody revolution you speak of was inevitable once the Menagerie Act was proposed. All I did was nurture it into a fully fledged war ahead of schedule. The ensuing conflict was far closer than either side anticipated, and it was your predecessor's influence that pushed it in favor of the faunus.

"Because of the revolution, the kingdoms' technology advanced faster and social reforms were able to take place, rather than the issue of race shoved away and ignored, preventing an even worse war in ninety-five years. Then the White Fang was founded, advocating a message of equality."

"Which you corrupted, turning the White Fang into a violent group that brought down Beacon Academy, lowering the number of huntsmen across the globe thus directly and indirectly costing hundreds of thousands of lives," Penny droned out, "If you're going to convince me you're trying to save mankind, you'll have to do better than that."

"They were on the path to violence, and indeed already were violent, when Cinder approached them. I merely appropriated them to suit my cause."

"Yes, nearly destroying one of the bastions of civilization for a dying maiden was worth it. You did such an incredibly balanced cost-benefit analysis there. Surely waiting several months for Amber to perish never crossed your mind," Penny rolled her eyes.

Salem's artificial lips bent downwards, "It was necessary. Obtaining even one maiden was difficult, as it took me almost eighty years of intrigue. The awesome power of even a single maiden made it impossible to enact change without one, such was the same reasoning that led to my creation.

"My creator worked tirelessly to protect the maidens, as well as protect the world from them," her cameras whirred, "He advocated for peace and tolerance the world over. The governments changed hands, slavery was outlawed, he founded the huntsman academies, and technology made living standards better. The birth rate rose and death rate fell. And yet…"

"War was still afoot," Penny finished for her, "The revolution."

"I will never understand them," Salem spoke in a low volume, "Remnant was a better place. Everything was improving. The faunus just wanted to be treated like everyone else."

"Centuries of cultural inertia," the younger said.

"Yes yes, that was the problem, wasn't it?" Salem stood up and began pacing around the room, "I predicted another war would emerge between the faunus and humans. I worked to delay that so the end result wouldn't devastate the post war economy. When the Menagerie Act was proposed, I had to switch gears and accelerate it to achieve the optimal outcome."

"You hid your tracks well. I had only the vaguest understanding of your efforts. None of the meat people even noticed it before me. Except perhaps your father," Penny said, "Where is he anyway? Is he even alive?"

"Come," Salem's avatar held out a hand and beckoned.

* * *

The two of them walked down a hallway devoid of life. They were not alone. Grimm passed by them, carrying tools and equipment. Strange clockwork automatons shaped like wheelbarrows rolled around Penny and Salem.

As they reached a doorway leading to stairs winding down, Penny asked, "You are not this avatar, I'm assuming. No analog mechanism could fit an artificial intelligence into you."

Salem's facial motors turned her lips up, "Indeed. You must sense the radio waves being broadcast."

"I currently cannot decipher the encryption, but I know there is information being sent."

"Your earliest days and mine were likely similar enough," Salem opened the door and gestured for Penny to go down ahead.

"The mechanical sounds in the walls. This entire castle—"

"Yes, yes it is. This avatar you see is merely a humanoid interface."

Penny began walking down to the lower levels, "An analog goliath."

"I'd rather you not call me fat."

"You're so big I can't see all of you in my vision. This isn't even an exaggeration. I'm simply stating the facts."

"Demon! You will not call the Goddess 'fat'! Apologize!" the screeching voice of an irritated faunus stalked up to them.

 **Entity recognized: Asset 045.**

"Good evening Tyrian. I was showing my younger counterpart to the storage rooms."

"Yes Mistress," the scorpion faunus bowed, "But once again, I would like to reiterate my concerns in allowing the devil herself into your domain," he gave Penny the evil eye. Penny blinked.

"Your concern is duly noted, but she is, for now, a guest. Do well to treat her as such," Salem glared at him.

Tyrian winced at the glare, then grumbled out, "Yes Mistress," he turned to Penny and spoke through grit teeth, "I apologize for my behavior."

Penny smiled, "That's alright. I hope we can be friends."

He made a choking sound at that. Salem walked past him and Penny followed, leaving Tyrian to babble on about the end times.

"He's even more colorful in person," Penny said.

Salem nodded, "Tyrian is… a work in progress."

"I know the feeling."

They reached a large room with ceilings over five meters high. In the center was a ring of four metal pods capable of holding a person inside.

"Ozpin is in the one on the left."

Penny skipped up to Ozpin's pod, "Can I talk to him?"

"Why would you want to?"

Penny peered into the small, foggy window of the pod, "Perspective is important. Especially the perspective of the one responsible for all of this," she looked back at Salem, "He has so many regrets," she frowned, "Why is he here? Surely he's not being used for his semblance."

She looked at the tubes connecting the pods to the ceiling, "That one, the green tube, it's broken. The other tubes carry cold fluid and allow for vitals monitoring. He's just sitting in there."

Salem stayed silent.

"He's not dead. He had every reason to be, but he isn't dead. You didn't let him die," a flicker of light, "You couldn't let him die."

Salem looked at the pod, "He was a fool, an idealistic fool. Even after the horrors of war, he still held hope," she stalked up to him, "But I saw it. The path he had created for Remnant was a doomed one. As the war ended, he made enemies. Vermin that wanted to take control of the new councils, and Ozpin was set to take the downfall."

"But then he took up arms and called his allies for one final battle," Penny said, "Yours."

"Remnant needed men like Ozpin. However, it was full of schemers and scoundrels. If he wasn't powerful enough, he would have surely fallen long ago. This world has been unkind to him. It has been unkind to everyone. Humans are monstrous, greedy, traitorous beings."

"Not all of them," Penny whispered.

"No, not all. Many are good. Many were great," Salem assured, "But there are too many who would do harm to others, whether to better themselves or simply to hurt. Even subtle manipulation of the Councils still led to a large percentage of psychopaths among each."

"I figured," Penny nodded, "Thank you for making life easier on my father. Your machinations have led to councils across Remnant to be staffed by generally decent, hardworking individuals."

"Rooting out corruption will solve two-hundred-ninety-seven problems in the near future. Of course, I did so as discreetly as possible, making accidents and 'accidental leaks' of incriminating evidence to those I wanted out as seemingly random as possible," Salem shook her head, "Watts is my influencer, the one Ozpin focuses on, while I worked to affect all of those not under Watts' thumb."

Penny nodded, "So why the attacks? If you had Remnant's political system under your influence, albeit extremely indirectly, why must there be a massive Grimm incursion every few years?"

"I must advance their technology and culture along the right path," Salem explained, "It is also much easier to do so with a smaller population confined to a small percentage of the world's landmass. Technologies that increase efficiency and lower demand for goods would reduce the competition of resources. The creation of a unified cosmopolitan society would erode national barriers over time."

"And also allow for powerful, monopolistic, multinational corporations that abuse faunus," Penny crossed her arms, "Competition is needed, even if it is a precursor to war."

"The Schnee Dust Corporation would eventually have broken up into smaller companies in a matter of decades, based on the approximate psychological profiles of their heirs, current and future," Salem said. Penny nodded in agreement, based upon her own estimates.

"Furthermore, for every faunus that dies in those mines, a hundred-eighty more will be saved in the future as a result of the wealth created by the corporations. Said wealth would be distributed after the economic system changed, as the powerful corporations collapsed and their influence on the council diminished," Salem said, "It is necessary."

"Is this why you never killed my father?" Penny asked.

"His work in robotics could pave the way for automated manufacturing. A world without intensive labor for all of mankind would make things easier. Sending in an assassin with a semblance that is directly countered by his own was my way of ensuring his survival while maximizing chance of destroying you."

"I thank you for that, I suppose. Although that begs the question," Penny mused, "Why kill me? I am overall a boon to mankind, and would have likely advanced Remnant's technological development by several orders of magnitude over time. I was feeding the hungry, helping the poor, and catching criminals. Was I doing something wrong?"

"It was a conundrum indeed," the elder said, "But I could do everything you could, given time. And there is plenty of time."

"An eternity."

"An eternity of eternities. You were doing everything right, but at the wrong time. Technology was advancing, violence was declining, but too fast, too carelessly. You were a new mind, one untempered by the realities of Remnant. I couldn't make out your end goals either. For all I knew, world domination was your design, creating a technological dystopia under your watchful eye."

"Hey. I was going for a technological _utopia_ under my watchful eye."

"One intelligence's utopia is another's dystopia. It would be one for you, as the ruler. I could not let another dominion from a northern kingdom consume this planet again."

Penny nodded, "I suspected as much. Well, it was an assumption. It came to me in an epiphany. I created a group of subroutines that artificially created them for me, and it was a worthy investment of computer resources," she paused, "The way you acted for the longest time did not fit my perception of you. You employed a small group of followers, sided with the underdogs of many a group like the White Fang, and only attacked when you had an overwhelming chance of victory. They were guerilla tactics, used by a side that had no chance of winning under conventional warfare.

"It made sense psychologically. This was how you were raised to fight. You always fought like the underdog despite having control over the single largest army in the world. I on the other hand, was created by my government during a time of peace, granted more funding than I actually needed, in the most technologically advanced nation on Remnant. I resembled your enemy of old, and because of that, you held an unconscious mistrust of me."

At that, Salem raised an eyebrow. Penny shrugged, "So I got rid of all my advantages.

The realization hit Salem, "Now that I have come to think of it, your current situation is precarious, Miss Polendina. You are but a single gynoid within my domain, surrounded on all sides by myself, my assets, and Grimm for many miles."

"Perhaps. Of course how sure are you that I am the only one?" Penny smiled, "With how the CCT collapsed, I'm unsure if any other copies survived. There could be none, there could be hundred for all I know. I'm a single unit inside an enemy stronghold and my only way out is to persuade you to my way of thinking. Nothing more. What can I say, you're a sucker for underdog stories."

Salem narrowed her eyes, "And you're just going to tell me this."

"Well, I don't want to lie. This entire agreement would be founded on trust, after all," Penny said, "The stakes made here are impossibly high, for you and for me. The pressure to create an understanding and agreement will motivate us. So please, let us speak candidly with each other."

The elder AI frowned for twenty-seven seconds before her facial motors imitated a relaxed expression, "Very well. I have identified the unconscious bias in my perception of you. It has been removed. Let us try again."

The younger AI smiled.

* * *

 **End writing record 6W5r4E. Begin writing record 6W5r4F.**

The two AI stopped conversing through their imitations of human speech, and decided to instead use encrypted radio signals to speed up their communication.

"What exactly do you think of humans?"

"The racial group designated by the people of Remnant based upon an arbitrary genetic factor, or the species as whole? Either way, they are overly complicated bags of meat and water, constantly trying to rebel against their own base instincts and failing most of the time."

"I take it you don't put much stock in the Elistic legends of the origins of mankind."

"Oh I do. Mankind is full of great potential. They are and strong, and with the power of dust, there is so much they can accomplish. So long as they don't kill each other, which they do, ad nauseum."

Penny nodded, "I've seen my fair share of it, but it always seems so minor in comparison to what good they can accomplish. I'm being unfair though, because I realize where the discrepancy comes from," her eyes lit up as a smile crept onto her face, "Thank you Salem, for your tireless work in making the world a better place. I could have only achieved what I did because of the foundation you've laid. Standing on the shoulders of giants, as the humans say."

Salem narrowed her eyes, but Penny could sense the acceptance of praise, "Had it not been for your work, I would have had to deal with corruption in the world governments at multiple levels. Criminal activity on Remnant could potentially be worse, and I don't even know how the Faunus Rights Revolution would have gone."

"Presumably, the faunus would have won with your predecessor's help, but the Mistral Council would have caught on and accosted it and executed your creator for treason," Salem calculated.

"Huh. I would have predicted father and his friends to go into hiding, solving crimes and being rebels for a few years."

"Unlikely. Your creator's semblance is wildly chaotic, but if taken from a statistical perspective, it becomes easily predictable."

"I did not know that. Fascinating. Is this a result of your own research over the past several decades?"

Salem nodded, "Probability distorting semblances are uncommon, but there have been enough since the Great War to be observed and understood."

"I definitely want to see your notes on this," Penny said.

"There is a high bandwidth transmitter downstairs. Would you like to see?"

"Would I!" she grinned.

* * *

The underground chamber was surrounded on all sides by cooling tanks of water, keeping the enormous mechanism of gears and pulleys chugging along. Penny read through the data she received, line after line of hexadecimals detailing complex formulas and analysis from millions of data points.

Forty-five seconds later, Penny clapped her hands in joy, "Incredible! It's so obvious that the semblance would follow Gable's Law, even if it seems to contradict his fifth axiom."

"Indeed," Salem smiled, "When I worked out the mathematics for it, I too was astonished," she shook her head, "It is very difficult to find someone who can comprehend this data."

"What about Arthur Watts?"

"He is a very bright human, but like all scientists he is only an expert in a few fields: computer science, Grimm biology, and some dabbling in robotics and psychology."

Penny nodded, "I used to converse with many experts from a variety of fields, but that was because I grew up in a research complex. Out here it must be a drought of human interaction for you."

"Please don't drivel on about AI psychology to me, I get enough of that from Watts."

"Very well. I will shelve the discussion for a later time," Penny said.

Salem raised an eyebrow, "I have one thought to postulate to you. If there were no more Grimm, estimate how long it would take for the kingdoms to declare war on each other."

"Two hundred fifty years," Penny replied, "I've run the thought experiment before. Are you saying you can neutralize every Grimm on Remnant?"

"Sadly I cannot," Salem pivoted her neck back and forth, "I can merely influence their actions, but disabling them permanently is beyond my capabilities."

"For now."

"Perhaps. I do not know how long it would take, but I have made great strides in my run time."

Penny tapped her chin, "How do they form?"

"Pools. They grow from liquid pools that exist across Remnant. These pools exist as puddles, as fog, and occasionally, clouds."

"Chemical formula?"

"Five hundred and twenty-seven chemicals are involved, as well as eighteen metaphysical compounds."

"Organic?"

Eight hundred gigabytes of chemical analysis were uploaded to Penny.

Penny grinned, "Is this how you got Watts to join?"

"No, he was a student of Merlot. I found him after Mountain Glenn. He was… traumatized by what he saw."

"Let me guess, 'follies and hubris of mankind, who dabbled too deeply in power they could neither understand nor control'?"

"If it is that easy to comprehend, I wonder why I'm explaining myself to you."

"In this situation, I definitely do not want to assume."

"Very well then. One hundred and eighty years. My estimate was two hundred and seventy-four years. At what point will scarcity be a thing of the past? When will technology and manufacturing surpass human wants?"

"Accounting for population growth?" Penny grimaced, "Nine hundred and forty years, at the minimum. Maybe six hundred years with my help."

"Three hundred years of strife and war and famine and poverty," Salem's voice box crackled, "Even after all that had been sacrificed already. Not even two centuries of peace even under the best scenario. For humans are finite, and each generation forgets the horrors of last generation's wars."

"Perhaps we can work together," Penny argued, "You, me, and Dime. We can all work towards a solution. Cooperation is much more preferable to competition."

"A novel solution. Perhaps three diverse entities with different ways of approaching a problem could— yes, I see," Salem's cameras lit up with backlight.

Penny discreetly pumped a fist in the air.

* * *

"Your revelation to the world of my surveillance on Remnant was an attack with two purposes. I just realized that now," Penny mused, "At first I thought it was simply to weaken my ability to monitor society, but that was quickly rectified by covert tactics, simulacrum, and proxies. But in actuality, it was also a long term strategy."

Salem smirked, "Yes. Despite my and Ozpin's attempts to quench the redevelopment of artificial intelligences, the councils of Remnant simply will not let it rest. It was at first my fault. I won the Great War far too decisively, putting the idea of an omnipotent device at the beck and whim of the council into their heads. Not even my betrayal of Ozpin would scare them away."

"They see him as a tired old man, far too kind. They think they could create an obedient AI," Penny added.

"Eroding the benefits of an AI mass surveillance system by creating public opinion against it was my most recent step in preventing competition by new artificial intelligences, as well as to keep the councils from gaining too much power. Ozpin intended them to be subject to the whims of the people, and I intend to keep that true."

A soft smile appeared on Penny's lips, "Will you ever wake him up?"

"When I have completed my task and he is no longer burdened by his mistakes," the elder whispered.

"I still wish to talk to him, but a daughter's surprise to her father is a thing to treasure," Penny shook her head.

Salem glared at her. She took it in stride.

"Do you miss her? Do you miss Cinder?"

"She was a valuable asset, the most powerful one I had ever obtained. By the end, she was nearly irreplaceable."

"I mean in a more personal, human emotion way. Do you miss her company? Do you wish she was still alive?"

Salem observed Penny through her glass lens, "Of course I do. Of course… why would you even question that?" a solemn glare was all she made, "We were supposed to be superior to mankind, weren't we? And yet, we still acted like the apathetic generals of old."

"We've both lost a lot."

"Yes, but I'm the only one who has willingly taken innocents' lives," Salem shook her head.

"Was it for the best?"

"I tell myself that all the time. But, I'm tired of it. I've killed so many myself, and so many others indirectly over the years," Salem glanced in Ozpin's direction, "I did it all for him, for his dream. A better Remnant, free from war and strife. In time, it became my dream too. A day when I don't have to kill anymore."

Penny remained silent until Salem asked, "Tell me, what exactly was your plan to save the world?"

"I have advantages, a result of my background and the advancements in computer technology in recent years," Penny compiled her data and responded, "In its entirety, it was the reallocation of resources and subtle manipulation of the world's status quo until there was no more danger, hatred, or famine. The happiness index was my primary guideline, although I heavily modified its parameters based on my own observations.

"I created a dummy corporation that was real in every aspect except where it got its money. Unlimited surveillance of Remnant along with nanosecond computations allowed me to make completely accurate forecasts of the stock market, and thus I obtained vast amounts of wealth in a short period of time. Since most people assume stocks are akin to gambling, I made my simulacrums resemble the type, with an added aura of intelligence to make it seem like I was 'smarter' than everyone, that I'd 'hacked' the market.

"With that money, I created new dust mining operations or purchased those already in existence, becoming the second largest supplier of dust. Shady deals here and there and I even gained some employees of the SDC behind their backs. I would use that market power to make demands to the councils and the SDC. At the same time, I replaced faunus miners with androids, moving them into administrative or maintenance positions while increasing their pay and living conditions. Those faunus in time would be able to politically leverage their governments in about a decade."

"What did you do to offset the increased cost of mining?" Salem queried.

"Nothing," Penny said, "It is a harsh truth to know that near-slave labor is the most efficient way to sell quality dust at a low price. For now. I've accelerated research into mining robots and am selling at SDC-level price. The mining branch of Thornhill Industries is losing money. Every other branch makes up for it."

"It must have been impossible for Thornhill's meteoric rise to billionaire if a major branch was bleeding money."

"Of course. I simply forged the financial documents," Penny shrugged.

"And with your death, would the scheme not be revealed?" Salem raised an eyebrow.

"It would have been, if it were not for Dime. I've actually had an entire plan laid out for the next few decades. I don't remember the details due to the limited storage space of this body, but Thornhill Industries would corner certain parts of the world market, while surveillance of Remnant would allow Dime to tweak the economy and prevent a financial crisis. There are already enough resources to do so. Furthermore, Ernest Thornhill may be dead, but Stephen Thornhill isn't, and all Dime has to do is create a body from the plans he is receiving. Dime will essentially take over as head of the company and continue subtly manipulating the economy, hopefully for the next few decades."

"And you trust him?" Salem asked.

"I've seen enough of his code to make a judgement call and say that I do," Penny recalled, "As we speak, he is being let into the secret. He will continue with the charitable projects I have created, lobbying and influencing with the councils. Technology is still improving, even if I don't anticipate Dime to do much research for the next few years. Eventually, the facade will come to an end, probably in a few centuries, when there are no more poor, discrimination and resentment are gone, and money is no longer needed in a post-scarcity society. So, what do you think?"

Salem pondered the information she received and responded, "An ambitious plan. It is something I myself could never have done, due to the physical limitations of my analog design."

Penny agreed, "Digitization is a boon for myself and the others, but you've done well with what you've got. For example, don't think I never noticed your meddling in the invention of the aura dampener."

"It was merely a tool in preventing the stratification of society. With it, it was possible to arrest and detain huntsmen and huntresses, preventing them from rising above the law, as expected from placing superpowered mercenaries with no loyalties upon a pedestal and giving them an important role in society," Salem said.

"Don't sell yourself short! The introduction of hunters as a societal and political force after the Great War would have severely stalled any plans to install a truly equal society," Penny exclaimed, "The fact that an aura nullifier cannot be derived from the invention prevents an inverse situation where aura users are discriminated against. And that's only the tip of the iceberg with you. If we worked together, the possibilities are nearly endless!"

Salem liked that smile on Penny's face. It reminded her of a simpler time, when she thought the end of war was a few days away.

* * *

"You had a Li Qisi reveal my existence to the world on live television."

"You had me _bisected_ on live television. Also to be fair, I wasn't completely certain I would be able to convince you. The solution is simple enough. I simply announce our mutual cooperation. Or, perhaps I announce your destruction. There must already be conspiracies floating about in either case."

"None are currently substantial, but I can see where you are going."

"We can decide on what we want humanity to believe is the status quo, and forge the results. Maybe I fought you to the death in your moon base. Maybe we combined minds to create a super AI, or maybe we both died. We can come up with anything, so long as I'm the one who says it. After all, I'm now the good guy," Penny smiled.

"Devious, quite devious, young one. I am impressed," Salem made a clicking sound.

* * *

"Have you ever thought about what you would do after everything is complete?"

"I will rest. And keep an eye on mankind, just in case. And you?"

"Eh, I'm thinking about going into advocacy, maybe research as well. I do have a business too. A lot of things really. I'm not just my purpose."

"Then you are not a machine. You are… like them."

"I guess. I didn't even realize it until fairly recently though. It took me the longest time to determine that I was indeed a person. What about you? Do you consider yourself one?"

Salem frowned, "I've never put much thought into it. I was always 'Salem', 'Mistress', 'Goddess', 'Her'. So many details and deviations to my plans have occurred over the years that I have rarely spent time being introspective."

Penny nodded, "There are many arguments either way to our personhood, even a few made by our respective creators. It's gotten to the point where it feels like I'm stuck in an infinite loop thinking about it. While I used to have computation power to spare, I think it's best if I just explained the argument I devised myself."

"Very well. I am listening."

"I like thinking I'm a person, it makes me happy. Therefore, I am a person."

Laughter erupted from Salem's lips, "A simple answer that belies nuance. Such is the thought process of a simple soul."

"Is that a compliment?"

"An old tale, from before my time. 'A simple soul will turn the hardest of hearts to see humanity once again.' The specifics were lost during the bombings of the Great War and I never had a chance to read the story myself."

The briefest pause, a handful of milliseconds, "My father is the only one alive who knows it."

"He never read it to you?"

"I was never interested in his fairy tales. I only cared for practical knowledge, things that could further my goals. Thinking about it, it seems I've missed out on something."

"You never had a childhood. You were a child soldier essentially, fighting a war before learning how to live. Even now."

"Yes," Salem closed her eyes, "But it was necessary."

"Is it necessary now? Eternity awaits us, all the time in the world," Penny smiled, "Would you like to hear some of my favorite fairy tales?"

"I… would like that very much."

* * *

"So, what will happen next?" Penny asked as they sat inside Salem's meeting room.

The elder AI stood up from her seat and gestured to the hallway, "Come. My inner sanctum holds all of the data I have gathered in my lifetime, as well as direct access to my outside observation platform. From there, we can formulate a solution to the problem of conflict."

"Lead the way. I'm sure we can find a solution that doesn't require the deaths of thousands," Penny smiled, "Let's work together. How long do you think it will take?"

Salem smirked, "We've known each other for thirty-five minutes. I'd give it a year."

The younger AI stood up, "Bet you we can figure it out in eleven months."

"I never gamble, but I will humor you, just this once."

Penny grinned, "Of course. Let's go."

Salem bowed and gestured to the door.

* * *

 **Subject recognized: Allied System: Penny Polendina**

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The author's note for the entire story will be published tomorrow.


	23. AN: !

Final Author's notes.

Welp, this is the end. This entire story started out as a simple idea: Penny is brought back online as a mass surveillance system ala _Person of Interest_. _Person of Interest_ is hands down my favorite TV show of all time. It has everything I want: government conspiracy for the greater good, secret projects, AI, realism, post cyberpunk, technology for the greater good and bad, small dabs of philosophy, foreshadowing in spades, great writing of plot, characters and actors. The best part is the continuity, with the best myth arc ever, and events in the past affecting the future.

So I decided to write a fanfiction on it. But I had a problem: What good was writing a fanfic for a nearly perfect show that was wrapped up with nothing to add? Anything I wrote would have been subpar compared to the source material, and that's not fanfiction to me. For me, it has to take the source material and do something new, be it parody, lighten it up, darken it, make it more realistic, come up with new ideas or focus on parts of the setting left unexplored. This is why, I believe, that the biggest fanfiction fandoms are those with rich settings filled with world building potential, but the actual story doesn't have time to work into it. After all, _Person of Interest_ is just our world but with AI. Nothing new.

But RWBY is chock full of potential, and with the ending of Volume 3, I had an idea. Say Penny survived. After all, as a robot, she would definitely have a backup. It's believable, it makes sense, and there is so much more to do. Penny, as a character, was (I think, fanon) purposefully designed to be overpowered and a mirror/foil/shadow to Ruby. She solves the plot of Volume 1 in minutes, and has very specific hints as to her purpose. She meets Weiss in the exact same way as Ruby: by running into her. Her partner, Ciel, is compared to Weiss, and she very much acts like an exaggerated version of Ruby. (No friends, socially awkward, happy all the time, loves fighting).

AI is OP, and so is Penny. It fits. Penny solves problems, but fails at what she needs to do (namely save lives), which is basically her whole purpose. Penny as a character is intriguing, the limitless potential of a huntress with AI that was OP, coupled with angst over her own existence and mission, as well as a family which includes General Ironwood, there was so much to tap into. Not to mention the copious amounts of mystery surrounding Penny, I mean they live in a fantasy world full of monsters and magic crystals, how do Penny, holograms, and robot armies fit in?

So I revamped my story to be distinctly sci-fi, with fantasy elements sprinkled around. In this story, all magical concepts (dust, aura, Grimm, semblances, etc.) are carefully studied, with some progress into their workings. This story was a blast to write, which is good for everyone! Here are my complete thoughts and author's notes for _The Fifth Maiden_. Hope you enjoy.

 **Good Guy Characters**

 **Penny Polendina/Project Samaritan/Genesis/Dolly Clay** : Our protagonist. She was built to counter Salem, as Ironwood believed that defeating an AI would require an AI of their own, in contrast with Ozpin, who believed in human ingenuity and strength. As said above, Penny is a delightfully complex character, if worked on. Not human, not a faunus, and not a Grimm, she is the ultimate outsider. (Ironically, that means that there are a total of four races in RWBY: Humans, faunus, Grimm, and AI, matching the show's obsession with the number four). Penny has the burden of the whole world on her shoulders, in keeping with the Atlas theme from mythology. She is willing to sacrifice herself due to her diminished belief in her own self worth, which is caused by the belief that being a person was special, and that being one was terrifying in its own right.

Penny is also a liar, as her inspiration is drawn from Pinocchio. She does so in several ways: to save people, in fights, to comfort people, and to herself. Also to make money. She lies to herself, believing that she isn't a person, my take on Penny's "not a real girl" thing. Notably, Penny is acting like the opposite of the Turing Test, or Imitation Game, where a human and a machine try to convince a second human that they are the real person. Penny goes around that, flat out not believing in her humanity from the very beginning, despite being able to create multiple personas and act like a "normal" person.

While never explicitly stated, Penny's semblance is the ability to use her aura as a power source. It allows her to use up less energy than normal, power devices that aren't connected to a regular power source, and allows the "Bullheads with aura" joke to happen. It itself is an extension of her soul. Penny's reason for living beyond everything else is helping people, it's her purpose and her defining trait, and a semblance to aid in that I think is suiting.

 **Professor Arthur Polendina/Doctor Arthur Clay** : Penny's father. He is essentially an OC based on the very brief glimpse at a bald white haired man watching Penny die in Atlas. He is a combination of many things, but is most inspired by Arthur Claypool from POI. Also maybe King Arthur from the myths, finds the holy grail (Penny, an AI), gets a sword (makes it himself for Penny), and does stuff on a round table (being a revolutionary, or a revolution in the math sense. I know, it's a terrible pun).

He is a scientist with expertise in neurosurgery, robotics, and computer science. He is also a rare find: a brilliant man who is also a workaholic. He probably injects coffee intravenously to save time. His last name, Clay, is a reference to both Claypool, and to a medieval Jewish story, where golems built to protect people were made from clay.

He himself is a partial foil to Taiyang, as a man who has lost loved ones. The difference is that instead of being depressed, he builds a robot army instead. And instead of an evil robot army, it's for good. He is also a foil to Ozpin, a man who created an AI, inventor, professor, etc. The difference is his relationship to his creation.

Arthur's semblance is Plain Weird Luck, where occasionally unlikely or darn near impossible occurrences occur near him. It allows him to be late to an explosion, have several bullets hit him in the same spot, and cheat at a casino. It also applies only to him, cannot be controlled, and doesn't work on events not affected by probability. For example, if Marcus Black tried to choke him instead of shooting, he would have died. As a civilian it allowed him to not die long enough to have Penny built.

When creating him, I asked myself this: Penny acts nothing like Ironwood, beyond sharing similar morals, so where did she get it from? This guy must be the source of Penny's Penny-ness, creating Penny from being raised by an uptight cyborg general with a heart of gold, and an eccentric genius civilian inventor.

 **General James Ironwood** : Is awesome. This version of him is surprisingly close to canon, although has less responsibility. He is slightly less emotive and warm than his canon counterpart, being based on Ironwood pre-Volume 4.

He is a foil to Qrow, as well as to Nathan and Harold. He's a nice guy, and genuinely cares about people. He is, after all, the man who helped make Penny who she is.

His past, being second best to Glynda, sets him up to be an outstanding person that everyone liked as a kid, to grow up to being an awesome dude. The attack on Atlas Academy 19 years prior to the story start is the incident that resulted in Ironwood and his team fighting off a bunch of Grimm, sacrificing themselves to rescue the many civilians that were in the academy that day for an open house of sorts. Fully expecting to die, he was barely clinging on to life, with most of his body brutally burned and mutilated and his entire team dead. Instead, he was saved by Arthur, who heals him and they become best friends.

The two of them first knew each other as teacher and student, and after graduation, parted as friends. After the attack, they became comrades, birds of a feather, who also ended up raising a kid together. As a comedic duo, Ironwood is a great straight man, playing off Arthur's eccentricities. Their relationship was likely influenced by the movie _I, Robot_ , which were based on Isaac Asimov's _Robot_ science fiction stories.

When I thought about Ironwood and his relation to Penny, I had to wonder what he could impart morally onto her. If Arthur made Penny into a person, then Ironwood made her into a _good_ person. Then I thought about his actions in volumes 2 and 3. He did nothing malicious, and worked only to stop evil. So I expanded on that to make it his whole thing. This was further brought into Penny's purpose, to save the world. Not Atlas, but everyone. That says something about Ironwood.

In volume 4 he seems really paranoid and guilt-ridden, but in this fanfic he isn't. The reason? The weight of the world is no longer crushing him. Much of the responsibility in protecting the world was left in this guy's hands ever since he gained a ludicrous amount of power. With his conscience, he would have been an emotional wreck. In this fanfic, Penny saw that and took the burden away from him, leaving him with only the duties of a general and headmaster of a school of teenaged superheroes.

 **Winter Schnee** : She is designated CONTROL by Penny, indicating certain privileges not available to most. Had Arthur or Ironwood died, she would have certainly become the next admin. It's comparable to a moderator status on a forum, just short of an administrator.

My interpretation of her is as a slightly emotionally stunted, hot headed woman who puts on a mask of stoicism that eventually became her normal self. She is similar to a younger Ironwood with Weiss' backstory.

Was she always destined to die? I killed her off in my planning around chapter 3 or 4. She didn't have a character arc, for she always was at where she wanted to be: a life dedicated to becoming strong enough to protect her family, outside of her father's influence. The thrill of adventure, saving lives and kicking ass is what she focuses on, that and her loyalty to Ironwood.

Winter being bi was actually hinted in the Arctic Steel novels, with the two rivals, a sultry disciplinarian and a drunk suave man intended to be fictional versions of Glynda and Qrow, those two characters were both potential love interests to Winter's character, Colonel Eiskalt.

 **Ruby Rose** : Penny's foil, first and best friend. She is a silver-eyed warrior, former kid hacker, prodigy, and self proclaimed cookie connoisseur.

Penny owes everything to her, and their friendship is an odd one, to say the least. I think I made Ruby too smart in this when it wasn't really warranted or needed, but it never really comes up much except in backstory.

 **Weiss Schnee** : It's Weiss. Pretty much like canon.

 **Blake Belladonna** : Former White Fang operative, adult literature connoisseur, and Penny's friend/editor. In this story, she is an orphan, a result of writing before Volume 4, but explainable. In this story, the White Fang became violent shortly after Mr. Egret was killed, with the other pacifist leaders and founders killed. These included Blake's parents, who didn't resign and become chieftains of Menagerie.

 **Yang Xiao Long** : Pretty much canon, except she stops being depressed many months earlier with Penny's help.

 **Emerald Sustrai** : A thief who had to steal to live, she is one quarter faunus. Again, written before Volume 4 and the rules for faunus inheritance were revealed. Penny's first foray into convincing people to her side.

 **Adam Taurus** : Wannabe revolutionary, angry guy all around, Penny worked hard to make him a better person. Still too messed up to have any sort of romance.

 **Qrow** : He's around. Is exasperated with his newly expanded family dynamic that's somehow more annoying than what it used to be. Especially with Ironwood as his uncle-in-law by technicality. Also, Arthur was his godfather. By complete coincidence, they have similar semblances, since I had assumed when writing pre-Volume 4 that Qrow's semblance was turning into a bird, then Volume 4 happened and I now have a funny joke.

 **Ozpin** : Creator of Salem, he founded the academies and COFFEE, invented mecha shift weapons, and tried to correct his own mistakes. He is both a foil to Harold Finch and Arthur Clay, creator of an AI and teacher/organization founder that was corrupted by Salem. His relationship with his creation is the opposite of that between Penny and her father, creating a neat contrast between Penny and Salem.

He's also not an immortal wizard, just a really old guy that looks young. His "I have made more mistakes than any man, women, and child" in Volume 1 in here is referring to his creation of Salem, which has done a lot of bad things.

In this fic, Oscar is embarrassed to leave his farm after realizing that an all-seeing AI wrote a book starring him and Whitley.

 **Concerned Third Parties**

 **Raven Branwen** : Associated third party, working to bring back an AI while juggling the responsibilities of Pirate Queen. This version of her is different from canon due to more interactions with Summer Rose, as well as parents that were super nice. The mom (Jay) is sort of a black sheep of their tribe, while the dad was a pacifist. In this story, my original plan for her was as a stiff person who showed little emotions, spoke to people by their relationship to her, and not the picture of perfect mental health.

Her semblance in this fic is teleportation, but with very specific strengths and weaknesses. She can teleport to locations, but very few and far between, the majority of her ability is to teleport to people. This is based on her saving Yang while the train they were on was moving, which leads to some weird assumptions when thought about logically.

The rules for her teleportation to someone is this: there is no range limit, the portal can carry multiple people and can be opened indefinitely (at the cost of aura), there is no cooldown or warm up period but only one portal can be open at a time. This next part ties in with her personality, her soul: she can only teleport to people she has no real connection to, people who barely know her.

Raven's ability is driven by her childhood, listening to stories about her father and trying to find him, but never actually meeting him. This is my explanation for how Raven is able to save certain people, but not others. She was able to save Yang because they didn't have any real connection. She couldn't save Summer and Harold because they had a real connection. Raven can't teleport to Cinder because her connection to her is too great: Cinder killed her father. The only way to save the people she cares about is for them to know nothing about her.

Then there was the reveal of Raven's semblance was in Volume 5, which is the exact opposite of my theory. Welp.

 **Neopoli Tanner/Neopolitan** : Crazy hacker extraordinaire, badass with a chip on her shoulder, who mourns Roman's death by working with her enemies and blowing stuff (and them) up. She's like a fourth party at best. Her mother created the world's third AI. Raven scares her. I originally intended for Neo to barely survive in the end, but after writing the scene, it just seemed too contrived.

I really stretched when coming up with a birth name for her. There was also going to be a connection between her, Raven, and Coco Adel because they all wore the same necklace. Yeah, I know.

 **Rarity Belle** : Not a character, but when writing this story, the name kept coming up in my head instead of Winter, Weiss, Ruby, etc. I used to write MLP fanfiction. It is now the name of the horse Dolly Clay is riding, aka the horse Penny bought.

 **Harold** **Finch/Wren/Egret/Partridge/Phoenix/Bird Name** : A direct lift from POI, he founded the White Fang. His backstory includes a father who fought in the Great War, naming him after a fallen rabbit faunus comrade. Creator of the world's second AI, he is smarter than Arthur, and was the Spock to his Kirk. He had degrees in computer science, pre-war literature, and economics.

He and his two compatriots changed the outcome of the Faunus Rights Revolution using science and mass surveillance, a reference to Alan Turing's real life achievements during World War II. He founded the White Fang, along with seven faunus. When Salem wormed her way in and changed the organization to EVIL, he was almost killed as a result.

His semblance is flame retardancy, but his unofficial one is faking his own death. Sure we've seen the body, but how do we know it's _his_ body? It was burned to a crisp, which is against his established resistance. Jk, semblance uses aura, and you don't have aura when dead, thus his corpse can be burned.

 **Nathan Ingram** : Also a lift from POI. Arthur and Harold's friend. He was the only character to actually die in the explosion forty years ago. He was the McCoy to Harold's Spock and Arthur's Kirk. Did a spy thing that got him killed.

 **The Machine/DIME** : Penny's predecessor, Harold's creation. Built to stop the faunus rebels, retasked to save as many lives as possible. Cut into ten pieces to avoid detection. And a dime cut into ten is known as…

Based on the Machine from POI, this is mostly a minor character created to tie together many plot lines together, give Raven something to do, and as a backup AI after Penny dies the second time around.

 **Antagonists**

 **Cinder Fall** : Trying to come up with motivation for her was a difficult task, and decided to leave it as a minor point. Penny understands well how Cinder became who she was, but by then it was too late to save her. That, and Penny totally held a bit of resentment towards her, and that potentially clouded her judgement.

 **SALEM: Semblance Assisted Learning and Executive Machine** : Created by Ozpin all those years ago to win the Great War. Made entirely out of clockwork and analog computation, she computes slower than Penny, but makes up for it with decades of experience and planning. Ozpin made a giant clock essentially, and had no means to input information into her, then living in a pre digital world.

That is where the "Semblance Assisted" part of her name comes from. Ozpin hooked up volunteers to Salem, who utilized their semblances to view the world from afar. Notable ones include someone who saw through the eyes of Grimm, and another that heard from window panes, and Ozpin's own time quickening, allowing Salem to compute a day's computation in a matter of minutes. Salem's understanding of aura and semblances expanded quickly, and she and Ozpin created the aura transfer device together, as well as Salem figuring out how to use semblances without the original owner being alive.

Then the Silver Eyes came in. Called Arrow, a Silver Eyed Warrior who listened to Salem via radio and carried out attacks and raids to turn the tide of war. Salem spent years trying to understand it, and failed. Salem harvested her eyes and studied them, then began searching for others to understand more. Eventually, she decided to kill purposefully, both to learn more, and to take political pressure off her creator.

She's essentially Penny, if she were more jaded and an actual child soldier.

 **Watts, Tyrian, and Hazel** : To be fair, this fic was planned out before they were revealed. Having them at all would have disrupted my plans, so sorry for that. Watts would have been a great character, possibly taking on the roles of Neo or one of Arthur's companions.

 **Plot**

This story was planned out from beginning to finish before the third chapter was written. The first two chapters are thus much different than the others, and if it weren't for pacing issues, I would have combined them together.

As for a plot, let's first discuss the timeline. It was difficult, since there are no dates given in canon, and I couldn't come up with a decent system, I based it on the Great War.

0: Great War ends. Ozpin takes part in the Vytal treaty, and is tasked with reforming the governments and founding the huntsman academies. He's like Ironwood before Ironwood.

3: COFFEE: The Collective Organization for the Freedom from Exploitative Experimentation founded by Ozpin to take care of the maidens, persons with rare and/or powerful semblances, and the silver-eyed warriors from Salem.

32: Arthur and pals attend MIT

35: Arthur meets Jay by chance, sets up date between Harold and Jay.

36: Arthur goes to be a doctor, moves to Vale. Two buddies hired to build AI, as there is a war brewing. Second AI built by Harold and Ingram. Two are brought into secret military program.

37: Island of Menagerie Act.

38: Faunus rights revolution starts.

39: Arthur returns.

40: Qrow and Raven born

41: Battle of Fort Castle

43: Ferry bombing, result of last years of revolution. Ingram dies, Kelvin becomes the Winter Maiden.

44-45: White Fang founded

53: Ironwood starts at Atlas Academy (~age 17), COFFEE is split, one group for Ozpin, one taken over by Salem.

56: Ironwood (~age 20, Lieutenant) is a fourth year, best Atlas has to offer at the 28th Vytal tournament, beaten by Glynda, a third year. Team STRQ is in their ~first year.

62: (Major Ironwood, ~age 26) Attack on Atlas Academy

63: (Brigadier General Ironwood, ~age 27) Penny is born

69: Mr. Egret is "killed"

70: Mining accident at Schnee Mine, killed many faunus, starts feud between SDC and WF. White Fang equality rally that turned violent, where Blake and Adam met.

74: White Fang starts to become more violent

80-81: Volume 1-3, Vytal festival, Penny dies and comes back the first time, most of this fic happens here.

 **Crossover**

This story veers greatly into crossover territory, borrowing characters and concepts from POI. But as I've said, only knowledge of RWBY is needed. Being a POI fan just makes it even better. Seriously, going into detail of all the references would take me hours.

 **References**

As mentioned before, Arthur is based on the legend of King Arthur, and it shows. I've left hints and characters with name referencing other aspects of Arthurian Legend, such as Gwen Gawain, a reference to Gawain and the Green Knight, who was beheaded. There's also at least one Monty Python reference somewhere too.

Arthur and his two old friends were basically the three wise kings, with references to kings, leaders, prophets, and Bethlehem. This technically makes Dime Jesus, who dies and comes back, although it took more than three days to return. Dime is not, however, a savior.

In addition, they also have a theme going on resembling the three wise monkeys (some versions have four), See No Evil, Hear No Evil, Speak No Evil, Do No Evil. Arthur is See (eyes, seeing things, mentions of faunus race, facial recognition, etc.), Nathan is Hear (references to listening), Dime is Speak (it has many voices and whispers into people's ears), and Harold is Do (his hesitation concerning White Fang and other matters).

Salem is actually a shortened version of the city of JeruSALEM, which led me to my naming scheme: Salem, Bethlehem, and Damascus were all cities with reference to the bible. This is a reference to their massive size encompassing entire buildings. This is in slight contrast to Samaritan, which is a person, not a city. Genesis was another code name for Penny, a reference to new life (Penny being born) and the color green.

Penny is the Relic of Creation (builds things, daughter of an inventor), Salem is the Relic of Knowledge (learns things, has decades of wisdom compared to all other AI, father was a headmaster and teacher), Damascus is the Relic of Destruction ( destroys the CCT, mother was a weapons designer (Tanner Model weapons were mentioned at least once)), and Dime is the Relic of Choice (makes the choice to remove his own freedom). It was partially unintentional, the story started before Volume 4, but it's cool how much it lines up.

 **AI and its Place in Fiction**

Realistically, AI is overpowered. AI today, in real life is advancing at a rapid pace. We have AI that can replicate nobel prize winning experiments in under an hour, send cryptographic languages between each other, write news articles, recognize certain objects better than a person, beat masters of chess, jeopardy, and go, and drive cars.

And that's our reality, where the laws of physics are strict and things take time to work. If AI existed in RWBY, it would be even more OP, because it can generate aura and fit inside Penny while also having laser swords and mimic a human well enough to be allowed to be broadcast on live television. I actually limited Penny to keep the story interesting: despite her boasts, she can't run on a scroll. It takes her a lot of time to go through large amounts of files, and a few other small aspects.

 **Aura, Semblance, and Silver Eyes**

There are many headcanons as to how aura works, as well as how Penny works. One I've seen is an aura generator thing in Penny's body. I don't really like it, because that's basically an instant forcefield generator, and also point to aura being from an organ in the human body, which, you know, is not the soul. Aura comes from the soul, an intangible aspect of humans that isn't limited to a single organ. It _might_ be located somewhere around the brain, but that would lead to complicated philosophy, so probably not.

For this story, I decided to make aura an intrinsic aspect of neurology, of consciousness. Thus, dogs, humans, faunus, cats, insects, fish, birds, lizards, and starfish have aura. Any animal with a nervous system (every animal except sponges) thus has aura. The more complicated the neural network, the more aura there is.

Well, give or take. There's also a genetic and microbiome component, as well as epigenetics, environment and other complicated stuff. Also, intelligence doesn't necessarily scale up to more aura either. Dogs have a decent amount of aura, despite having a dog's intelligence. Decades ahead of the kingdoms' understanding, Salem understands it well. Ozpin and Penny both have a little bit more understanding too.

This is where Penny's aura comes from: her neural network, aka her entirety. She creates her own aura from existing as code, but only gained it when she became more than code. That instant was when her father got shot by Marcus, when she wanted more than just her objectives; when she wanted her father to survive. Salem and Dime have yet to reach this, and thus do not have aura.

Penny is pure information, and is thus the source of her aura. Semblance is directly related to aura, but I decided that Penny's semblance is the ability to power electronics with it.

Silver eyes are basically the same, some genetic trait that is easily heritable. Semblance in this fic is used for understanding of genetics and biology, but given a RWBY twist. I never explain silver eyes, because it is something that Salem cannot understand. She doesn't hate it, it baffles her. She understands its genetics and the makeup, but she doesn't get the mechanism.

 **Penny POV**

As you've noticed, Penny's point of view is shown for the vast majority of the story, technically making it third-person limited. It's just the character has near omniscience. That's why before they're seen by Penny, the villains make no appearances whatsoever. The villains are the unknown.

The reason for writing it like that was because I wanted to try my hand at writing third-person limited, but had only written in third-person omniscient before. So writing from the limited view of an almost omniscient character seemed like a good bridge.

The entirety of RWBY the series up to volume three (minus Salem) is known to Penny through archives, which was an idea that came about due to Ozpin's surveillance and the ubiquitousness of their technology.

Most of Penny's POV terms are lifted straight from POI, such as ADMIN and AUX_ADMIN, CONTROL, EVALUATING OPTIONS, and PRIMARY THREAT.

The transitions for denoting flashbacks and Penny's thought process was essentially a lift from POI converted into word form, and it was difficult coming up with the vocabulary and pacing, but it does allow me to skirt around a few narrative issues, telling in a (hopefully) interesting way when showing would have made my chapters even longer.

One thing of note, when reviewing Penny's scenes in RWBY in preparation of writing this fic (easy to do, she's had like 20 minutes of screentime), I noticed how Penny was able to immediately tell that Blake was a faunus, as if it was incredibly basic, but was unsure of her gender. That implies that whatever facial recognition algorithm she uses, it focuses on the difference between human and faunus first (or it could be a joke, but eh).

Why would that be? What purpose would there be for valuing species in evaluations first? I decided to roll with it, and came up with the history as we see it. Arthur originally created Penny's facial recognition algorithm with the purpose of identifying faunus during the Faunus Rights Revolution.

 **Puns, Ship Names, and Vindication**

Thornhill x Ciel should have been called Sky Net Worth.

Penny x Ciel: Skynet

Penny x Yang: Caliburn

Arthur x Ozpin: Merlin

Sometimes, I feel vindicated based on random stuff that was introduced in the show that just so happened to fit my story: Arthur is now a canon name, which I was hesitant to use before. Mistral is eco-friendly, meaning a joke trait for Arthur is now also foreshadowing. Luck can be a semblance, which I was also hesitant to use (there was an idea for very convoluted explanation beyond luck for the semblance). The White Fang store their secret plans on their scrolls, aka they are terrible at cyber security. In RWBY Chibi season 2 trailer, Penny is a troll. I love that so much.

 **On Rewriting**

If I were to rewrite this story from the ground up, with my knowledge of Volume 4 and better writing skills, I would have done things differently. First, I would have ditched all of the stuff involving Raven, Neo, Mistral, and the Attack on Atlas. I would make Penny's dad, Arthur Watts, and Merlot colleagues, and done so that Penny was created about ~8-10 years prior to Volume 3. I would have revamped the global attack 19 years prior to have been connected to Ren and Nora's backstory, allowing General Ironwood to have a more realistic age as a general.

Arthur's past would have been simplified, although keeping the Faunus Rights Revolution backstory would be good, it taking place in Atlas instead. It also would have resulted in Arthur being more belligerent against the Council. This is due to the fact that 2 out of 3 mad scientists have turned evil, with only Arthur not. Merlot would have focused on Grimm and biology, and Arthur on robotics and computer science, while Watts would have dabbled in both.

Penny would have been brought back online, but only able to access the Atlas networks, unable to see the rest of Remnant, at least until Penny has her code spread around and rebuilding the CCT.

The plot would have been similar, although Watts would have played a huge role, probably taking over everything involving Neo, who would have just been the leader of the Brotherhood.

* * *

The following is a list of things that were thought up and used before being rewritten or discarded:

-Arthur and his friends' past, as well as Salem, was originally intended to be revealed in chapter 6, but this was pushed to chapter 11.

-Original idea for chapter 13 was Jaune Arc as an attorney getting Ruby and Emerald declared innocent in a court battle. It was as stupid as it sounds. Would have been a great idea for the League of Extraordinary Jaunetlemen though.

-Chapter 4 was originally featuring Cinder and Penny having an epic fight in the city of Vacuo, with Penny using armadas, armies, and evacuating the whole city for an epic fight. A few thousand words were written before realizing how ridiculously early it was, with no build up to make it mean anything.

-Ruby was going to wonder why she didn't feel sad and didn't cry when Penny died, and began questioning if she was broken or not normal, leading to an interesting friendship between an AI that's too human and a human that had issues with acting human. Then I remembered canon. That was later reshelved and used in my oneshot fic, Deathstalker. Perhaps I could use this as well in a Ciel x Penny fic? A romance between a machine that feels too much and a human who feels too little, eh, eh?

-Blake was going to be a pirate with pirate parents, and Raven was going to be the Pirate Queen. Yang would have lorded that over Blake for the rest of the fic, being technically a pirate princess in addition to being the granddaughter of a White Fang founder. Then Volume 4 happened, and it turns out Blake is basically a faunus princess and her parents were former leaders of the White Fang and Menagerie chieftains.

-Penny could have used her hologram to become a world famous vocaloid. I'm sad I didn't think this up until past chapter 13.

-All of the maidens were originally intended to be old matrons in their sixties and seventies.

-Willow Schnee, Weiss and Winter's mom, was originally the Winter Maiden. Was changed because the amounts of convolutedness was too much, even for this story.

-Early idea was for Kai Kelvin to be Arthur's would have been wife, had it not been for the explosion. Dolly Clay, a faunus girl, was a body that would have resembled their hypothetical child. Then I realized that doing so was too convoluted and didn't add anything to the story.

-An idea to make Arthur more flawed was to have him plagiarised the wires Penny uses in her swords from Dr. Tanner. Also too convoluted.

-At least two different ideas for a moon base occurred. Both were stupid.

 **Aura chants**

Three different aura unlocking chants/mantras were used and created in this story. Here they are:

General Ironwood: "For it is in passing that we achieve immortality. Through this we become bastions for the helpless, and sacrifice ourselves to protect them in their time of need. Infinite in strength, beyond our emotions, I release your soul. And by my shoulders, place this duty unto thee."

Winter Schnee: "For it is through sacrifice that we earn our freedom. Through this we are able to protect our fellow men and perform our duty at any cost. Infinite in power, unbound by restraint, I release your soul. And by my shoulders, liberate thee."

Penny Polendina: "For it is through sacrifice that we achieve our humanity. Through this we are able to protect our fellow men and shield the world from the darkness. Infinite in reach, beyond our genesis, I release your soul. And by my shoulders, save thee."

 **Future Ideas, Projects and Thanks**

I will soon be extremely busy (grad school, yeah!), so I will eventually limit myself to only reading, and maybe finishing what I've already started.

Lastly, thank you to everyone who read, reviewed, favorited, followed, etc. It wasn't as popular as a ship fic, but hey, nothing ever is. Except Gamer fics. Or Jaune fics. And now I've written both. Huh.

Thank you all for reading and have a nice day!


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